Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 18, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Entity Registrant Name | ICF INTERNATIONAL, INC. | ||
Entity Central Index Key | 0001362004 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Interactive Data Current | Yes | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding (in shares) | 18,766,657 | ||
Entity Public Float | $ 1,592 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity File Number | 001-33045 | ||
Entity Tax Identification Number | 22-3661438 | ||
ICFR Auditor Attestation Flag | true | ||
Entity Incorporation State Country Code | DE | ||
Entity Address, Address Line One | 9300 Lee Highway | ||
Entity Address, City or Town | Fairfax | ||
Entity Address, State or Province | VA | ||
Entity Address, Postal Zip Code | 22031 | ||
City Area Code | 703 | ||
Local Phone Number | 934-3000 | ||
Auditor Firm ID | 248 | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Location | Arlington, Virginia | ||
Title of each class | Common Stock, $0.001 par value | ||
Trading Symbol | ICFI | ||
Security Exchange Name | NASDAQ | ||
Documents Incorporated by Reference | List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980). Part III incorporates information by reference from the Proxy Statement for the 2022 Annual Meeting of Stockholders expected to be held in June 2022. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 8,254 | $ 13,841 |
Restricted cash - current | 12,179 | 68,146 |
Contract receivables, net | 237,684 | 222,850 |
Contract assets | 137,867 | 143,369 |
Prepaid expenses and other assets | 42,354 | 25,492 |
Income tax receivable | 10,825 | 1,977 |
Total Current Assets | 449,163 | 475,675 |
Total Property and Equipment, net | 52,053 | 62,434 |
Other Assets: | ||
Goodwill | 1,046,760 | 909,913 |
Other intangible assets, net | 79,645 | 59,887 |
Operating lease - right-of-use assets | 177,417 | 127,132 |
Other assets | 44,496 | 32,249 |
Total Assets | 1,849,534 | 1,667,290 |
Current Liabilities: | ||
Current portion of long-term debt | 10,000 | 10,000 |
Accounts payable | 105,652 | 91,365 |
Contract liabilities | 39,665 | 42,050 |
Operating lease liabilities - current | 34,901 | 23,350 |
Accrued salaries and benefits | 85,517 | 80,512 |
Accrued subcontractors and other direct costs | 39,400 | 78,842 |
Accrued expenses and other current liabilities | 61,496 | 100,908 |
Total Current Liabilities | 376,631 | 427,027 |
Long-term Liabilities: | ||
Long-term debt | 411,605 | 303,214 |
Operating lease liabilities - non-current | 191,805 | 115,614 |
Deferred income taxes | 41,913 | 34,330 |
Other long-term liabilities | 24,110 | 40,144 |
Total Liabilities | 1,046,064 | 920,329 |
Commitments and Contingencies (Note 20) | ||
Stockholders’ Equity: | ||
Preferred stock, par value $.001 per share; 5,000,000 shares authorized; none issued | ||
Common stock, $.001 par value; 70,000,000 shares authorized; 23,535,671 and 23,305,255 shares issued; and 18,876,490 and 18,909,983 shares outstanding at December 31, 2021 and 2020, respectively | 23 | 23 |
Additional paid-in capital | 384,984 | 369,058 |
Retained earnings | 649,298 | 588,731 |
Treasury stock, 4,659,181 and 4,395,272 shares at December 31, 2021 and 2020, respectively | (219,800) | (196,745) |
Accumulated other comprehensive loss | (11,035) | (14,106) |
Total Stockholders’ Equity | 803,470 | 746,961 |
Total Liabilities and Stockholders’ Equity | $ 1,849,534 | $ 1,667,290 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 70,000,000 | 70,000,000 |
Common stock, issued (in shares) | 23,535,671 | 23,305,255 |
Common stock, outstanding (in shares) | 18,876,490 | 18,909,983 |
Treasury stock, shares (in shares) | 4,659,181 | 4,395,272 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Revenue | $ 1,553,048 | $ 1,506,875 | $ 1,478,525 |
Direct costs | 979,570 | 972,406 | 953,187 |
Operating costs and expenses | |||
Indirect and selling expenses | 430,572 | 411,612 | 395,763 |
Depreciation and amortization | 19,478 | 20,399 | 20,099 |
Amortization of intangible assets | 12,492 | 13,349 | 8,083 |
Total operating costs and expenses | 462,542 | 445,360 | 423,945 |
Operating income | 110,936 | 89,109 | 101,393 |
Interest expense | (10,252) | (13,892) | (10,719) |
Other expense | (594) | (544) | (501) |
Income before income taxes | 100,090 | 74,673 | 90,173 |
Provision for income taxes | 28,958 | 19,714 | 21,235 |
Net income | $ 71,132 | $ 54,959 | $ 68,938 |
Earnings per share: | |||
Basic | $ 3.77 | $ 2.92 | $ 3.66 |
Diluted | $ 3.72 | $ 2.87 | $ 3.59 |
Weighted-average common shares outstanding: | |||
Basic | 18,868 | 18,841 | 18,816 |
Diluted | 19,124 | 19,135 | 19,224 |
Cash dividends declared per common share | $ 0.56 | $ 0.56 | $ 0.56 |
Other comprehensive income (loss), net of tax | $ 3,071 | $ (1,962) | $ 407 |
Comprehensive income, net of tax | $ 74,203 | $ 52,997 | $ 69,345 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative-Effect Adjustments for Adoption of Accounting Principle | Common Stock | Additional Paid-in Capital | Retained Earnings | Retained EarningsCumulative-Effect Adjustments for Adoption of Accounting Principle | Treasury Stock | Accumulated Other Comprehensive Loss |
Balance at Dec. 31, 2018 | $ 660,417 | $ 22 | $ 326,208 | $ 486,442 | $ (139,704) | $ (12,551) | ||
Balance (in shares) at Dec. 31, 2018 | 18,817 | 3,629 | ||||||
Net income | 68,938 | 68,938 | ||||||
Other comprehensive income | 407 | 407 | ||||||
Equity compensation | 15,818 | 15,818 | ||||||
Exercise of stock options | 2,924 | 2,924 | ||||||
Exercise of stock options (in shares) | 94 | |||||||
Issuance of shares pursuant to vesting of restricted stock units | 1 | $ 1 | ||||||
Issuance of shares pursuant to vesting of restricted stock units (in shares) | 306 | |||||||
Net payments for stock issuances and buybacks | (23,414) | 1,845 | $ (25,259) | |||||
Net payments for stock issuances and buybacks (in shares) | (349) | 349 | ||||||
Balance at Dec. 31, 2019 | 714,551 | $ 23 | 346,795 | 544,840 | $ (164,963) | (12,144) | ||
Dividends declared | (10,540) | (10,540) | ||||||
Balance (in shares) at Dec. 31, 2019 | 18,868 | 3,978 | ||||||
Net income | 54,959 | 54,959 | ||||||
Other comprehensive income | (1,962) | (1,962) | ||||||
Equity compensation | 17,555 | 17,555 | ||||||
Exercise of stock options | 2,652 | 2,652 | ||||||
Exercise of stock options (in shares) | 70 | |||||||
Issuance of shares pursuant to vesting of restricted stock units (in shares) | 389 | |||||||
Net payments for stock issuances and buybacks | (29,726) | 2,056 | $ (31,782) | |||||
Net payments for stock issuances and buybacks (in shares) | (417) | 417 | ||||||
Balance at Dec. 31, 2020 | 746,961 | $ (513) | $ 23 | 369,058 | 588,731 | $ (513) | $ (196,745) | (14,106) |
Accounting Standards Update Extensible List | us-gaap:AccountingStandardsUpdate201613Member | us-gaap:AccountingStandardsUpdate201613Member | ||||||
Dividends declared | (10,555) | (10,555) | ||||||
Balance (in shares) at Dec. 31, 2020 | 18,910 | 4,395 | ||||||
Net income | 71,132 | 71,132 | ||||||
Other comprehensive income | 3,071 | 3,071 | ||||||
Equity compensation | 13,230 | 13,230 | ||||||
Exercise of stock options | 233 | 233 | ||||||
Exercise of stock options (in shares) | 8 | |||||||
Issuance of shares pursuant to vesting of restricted stock units (in shares) | 222 | |||||||
Net payments for stock issuances and buybacks | (20,592) | 2,463 | $ (23,055) | |||||
Net payments for stock issuances and buybacks (in shares) | (264) | 264 | ||||||
Balance at Dec. 31, 2021 | 803,470 | $ 23 | $ 384,984 | 649,298 | $ (219,800) | $ (11,035) | ||
Dividends declared | $ (10,565) | $ (10,565) | ||||||
Balance (in shares) at Dec. 31, 2021 | 18,876 | 4,659 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows from Operating Activities | |||
Net income | $ 71,132 | $ 54,959 | $ 68,938 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Provision for credit losses | 10,912 | 4,062 | 624 |
Deferred income taxes | 8,816 | (1,865) | (123) |
Non-cash equity compensation | 13,230 | 17,555 | 15,818 |
Depreciation and amortization | 31,970 | 33,748 | 28,182 |
Facilities consolidation reserve | (302) | (288) | (274) |
Amortization of debt issuance costs | 617 | 710 | 507 |
Impairment of long-lived assets | 7,901 | 3,090 | 1,728 |
Other adjustments, net | 1,099 | 964 | 181 |
Changes in operating assets and liabilities, net of the effect of acquisitions: | |||
Net contract assets and liabilities | 3,069 | 6,064 | (11,963) |
Contract receivables | (19,021) | 54,384 | (31,300) |
Prepaid expenses and other assets | 4,529 | (5,410) | 1,997 |
Operating lease assets and liabilities, net | (5,481) | (2,307) | (1,247) |
Accounts payable | 13,479 | (51,177) | 31,949 |
Accrued salaries and benefits | (5,616) | 26,810 | 8,012 |
Accrued subcontractors and other direct costs | (38,575) | 32,544 | (12,293) |
Accrued expenses and other current liabilities | 26,697 | (18,198) | (4,951) |
Income tax receivable and payable | (12,802) | 5,375 | (4,489) |
Other liabilities | (1,449) | 12,125 | 144 |
Net Cash Provided by Operating Activities | 110,205 | 173,145 | 91,440 |
Cash Flows from Investing Activities | |||
Capital expenditures for property and equipment and capitalized software | (19,932) | (17,683) | (26,901) |
Payments for business acquisitions, net of cash acquired | (174,549) | (253,265) | (3,569) |
Net Cash Used in Investing Activities | (194,481) | (270,948) | (30,470) |
Cash Flows from Financing Activities | |||
Advances from working capital facilities | 881,037 | 1,020,451 | 686,830 |
Payments on working capital facilities | (773,264) | (870,114) | (721,809) |
Payments on capital expenditure obligations | (1,712) | (1,621) | |
Receipt of restricted contract funds | 264,214 | 65,694 | |
Payment of restricted contract funds | (319,990) | (106) | |
Debt issue costs | (2,094) | ||
Proceeds from exercise of options | 2,848 | 37 | 2,914 |
Dividends paid | (10,565) | (10,551) | (10,540) |
Net payments for stockholder issuances and buybacks | (20,040) | (29,726) | (23,414) |
Payments on business acquisition liabilities | (1,007) | (1,924) | |
Net Cash Provided by (Used in) Financing Activities | 23,233 | 169,955 | (67,640) |
Effect of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash | (511) | 3,353 | 166 |
(Decrease) Increase in Cash, Cash Equivalents, and Restricted Cash | (61,554) | 75,505 | (6,504) |
Cash, Cash Equivalents, and Restricted Cash, Beginning of Period | 81,987 | 6,482 | 12,986 |
Cash, Cash Equivalents, and Restricted Cash, End of Period | 20,433 | 81,987 | 6,482 |
Supplemental disclosure of cash flow information: | |||
Interest | 10,331 | 14,337 | 10,424 |
Income taxes | 34,132 | 15,954 | $ 26,595 |
Non-cash investing and financing transactions: | |||
Share repurchases transacted but not settled and paid | $ 552 | ||
Tenant improvements funded by lessor | 3,124 | ||
Exercise of options receivable from shareholders | $ 2,615 |
Basis of Presentation and Natur
Basis of Presentation and Nature of Operations | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation and Nature of Operations | NOTE 1 - BASIS OF PRESENTATION AND NATURE OF OPERATIONS Basis of Presentation The accompanying consolidated financial statements include the accounts of ICF International, Inc. (“ICFI”) and its principal subsidiary, ICF Consulting Group, Inc. (“Consulting,” and together with ICFI, “the Company”), and have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”). Consulting is a wholly owned subsidiary of ICFI. ICFI is a holding company with no operations or assets other than its investment in the common stock of Consulting. All other subsidiaries of the Company are wholly owned by Consulting. All significant intercompany transactions and balances have been eliminated. Nature of Operations The Company provides professional services and technology-based solutions to government and commercial clients, including management, marketing, technology, and policy consulting and implementation services, in the areas of energy, environment, and infrastructure; health, education, and social programs; safety and security; and consumer and financial. The Company offers a full range of services to these clients throughout the entire life cycle of a policy, program, project, or initiative, from research and analysis and assessment and advice to design and implementation of programs and technology-based solutions, and the provision of engagement services and programs. The Company’s major clients are U.S. federal government departments and agencies, most significantly the Department of Health and Human Services, Department of State, and Department of Defense. The Company also serves U.S. state (including territories) and local government departments and agencies, international governments, and commercial clients worldwide. Commercial clients include airlines, airports, electric and gas utilities, health care companies, banks and other financial services companies, transportation, travel and hospitality firms, non-profits/associations, manufacturing firms, retail chains, and distribution companies. The term “federal” or “federal government” refers to the U.S. federal government, and “state and local” or “state and local government” refers to U.S. state (including territories) and local governments, unless otherwise indicated. The Company, incorporated in Delaware, is headquartered in Fairfax, Virginia. It maintains offices throughout the world, including over 53 offices in the U.S. and U.S. territories and more than 24 offices in key markets outside the U.S., including offices in the United Kingdom (“U.K.), Belgium, China, India and Canada. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Areas of the consolidated financial statements where estimates may have the most significant effect include contractual and regulatory reserves, valuation and lives of tangible and intangible assets, contingent consideration related to business acquisitions, impairment of goodwill and long-lived assets, accrued liabilities, revenue recognition and costs to complete fixed-price contracts, bonus and other incentive compensation, stock-based compensation, reserves for tax benefits and valuation allowances on deferred tax assets, provisions for income taxes, collectability of receivables, and loss accruals for litigation. Actual results experienced by the Company may differ from management's estimates. Revenue Recognition The Company primarily provides services and technology-based solutions for clients that operate in a variety of markets and the solutions may span the entire program life cycle, from initial research and analysis to the design and implementation of solutions. The Company enters into agreements with clients that create enforceable rights and obligations and for which it is probable that the Company will collect the consideration to which it will be entitled as services and solutions are transferred to the client. Except in certain narrowly defined situations, the Company’s agreements with its clients are written and revenue is generally not recognized on oral or implied arrangements. The Company recognizes revenue based on the consideration specified in the applicable agreement and excludes from revenue amounts collected on behalf of third parties. Accordingly, sales and similar taxes which are collected on behalf of third parties are excluded from the transaction price. The Company evaluates whether two or more agreements should be accounted for as one single contract and whether combined or single agreements should be accounted for as more than one performance obligation. For most contracts, the client requires the Company to perform a number of tasks in providing an integrated output for which the client has contracted, and, hence, contracts of this type are tracked as having only one performance obligation since a substantial part of the Company’s promise is to ensure the individual tasks are incorporated into a combined output in accordance with contract requirements. When contracts are separated into multiple performance obligations, the Company allocates the total transaction price to each performance obligation based on the estimated relative standalone selling prices of the promised services underlying each performance obligation. The Company generally provides customized solutions in which the pricing is based on specific negotiations with each client, and, in these cases, the Company uses a cost-plus margin approach to estimate the standalone selling price of each performance obligation. It is common for the Company’s long-term contracts to contain award fees, incentive fees or other provisions that can either increase or decrease the transaction price. These variable amounts are generally awarded at the completion of a contractually stipulated performance assessment period based on the achievement of performance metrics, program milestones or cost targets, and the amount awarded may be subject to client discretion. Variable consideration is estimated based on the most likely amount. Once the Company selects a method to estimate variable consideration, it applies that method consistently. Estimates of variable consideration will be constrained only to the extent that it is probable that significant reversal in the amount of cumulative revenue recognized will not occur. The Company evaluates contractual arrangements to determine whether revenue should be recognized on a gross versus net basis. The Company’s assessment is based on the nature of the promise to the client. In most cases, the Company itself agrees to provide specified services to the client as a principal and revenue is recognized on a gross basis. In certain instances, the Company acts as an agent and merely arranges for another party to provide services to the client and revenue is recognized on a net basis in reflection of the fact that the Company does not control the goods or services provided to the client by the other party. Long-term contracts typically contain billing terms that provide for invoicing monthly or upon completion of milestones, and payment on a net 30-day basis. Exceptions to monthly billing terms are to ensure that the Company performs satisfactorily rather than representing a significant financing component. For cost-based contracts the Company’s performance is evaluated during a contractually stipulated performance period and, while contract costs may be billed on a monthly basis, the Company is generally permitted to bill for incentive or award fees only after the completion of the performance assessment period, which may occur quarterly, semi-annually or annually, and after the client completes the performance assessment. Fixed-price contracts may provide for milestone billings based on the attainment of specific project objectives rather than for billing on a monthly basis. Moreover, contracts may require retentions or hold backs that are paid at the end of the contract to ensure that the Company performs in accordance with requirements. The Company does not assess whether a contract contains a significant financing component if the Company expects, at contract inception, that the period between payment by the client and the transfer of promised services to the client will be one year or less. As a service provider, the Company generally recognizes revenue over time as control is transferred to a client, based on the extent of progress towards satisfaction of the performance obligation. The selection of the method used to measure progress requires judgment and is dependent, among other factors, on the contract type selected by the client during contract negotiation and the nature of the services and solutions to be provided. When a performance obligation is billed using a time-and-materials contract type, the Company uses the right to invoice practical expedient output progress measure to estimate revenue earned based on hours worked in contract performance at negotiated billing rates. Fixed-price level-of-effort contracts are substantially similar to time-and-materials contracts except that the Company is required to deliver a specified level of effort over a stated period of time. For these contracts, the Company estimates revenue earned using contract hours worked at negotiated bill rates as the Company delivers the contractually required workforce. For cost-based contracts, the Company recognizes revenue based on contract costs incurred, as the Company becomes contractually entitled to reimbursement of the contract costs, plus a most likely estimate of award or incentive fees earned on those costs even though final determination of fees earned occurs after the contractually-stipulated performance assessment period ends. For performance obligations requiring the delivery of a service for a fixed price, the Company uses the ratio of actual costs incurred to total estimated costs, provided that costs incurred (an input method) represents a reasonable measure of progress towards the satisfaction of a performance obligation, in order to estimate the portion of total revenue earned. This method provides a faithful depiction of the transfer of value to the client when the Company is satisfying a performance obligation that entails integration of tasks for a combined output , which requires the Company to coordinate the work of employees, subcontractors and delivery of other contract costs. Contract costs that are not reflective of the Company’s progress to ward satisfying a performance obligation are not included in the calculation of the measure of progress. When this method is used, changes in estimated costs to complete these obligations result in adjustments to revenue on a cumulative catch-up basis, which causes the effect of revised estimates for prior periods to be recognized in the current period. Changes in these estimates can routinely occur over contract performance for a variety of reasons, which include: changes in contract scope; changes in contract cost estimates due to unanticipated cost growth or reassessments of risks impacting costs; changes in estimated incentive or award fees; or performing better or worse than previously estimated. In some fixed price service contracts, the Company performs services of a recurring nature, such as maintenance and other services of a “stand ready” nature. For these contracts, the Company has the right to consideration in an amount that corresponds directly with the value that the client has received. Therefore, the Company records revenue on a time elapsed basis to reflect the transfer of control to the client throughout the contract. Contracts are often modified to reflect changes in contract specifications and requirements, and these changes may create new enforceable rights and obligations. Most modifications are for services that are not distinct from the existing agreement due to the significant integration service that the Company provides. Therefore, most modifications are accounted for as part of an existing performance obligation. The effect of these modifications on transaction price, and the Company’s measure of progress in fulfilling the performance obligation to which they relate, may be recognized as an adjustment to revenue on a cumulative catch-up basis. Revenue from modifications that create new, distinct performance obligations is recognized based on the Company’s progress in fulfilling the requirements of the new obligation. For contracts in which the estimated cost to perform exceeds the consideration to be received, the Company accrues for the entire estimated loss during the period in which the loss is determined by recording additional direct costs. For performance obligations that are satisfied over time, the Company recognizes the cost to fulfill contracts as incurred, unless the costs are within the scope of another topic in which case the guidance of that topic is applied. The Company evaluates incremental costs of obtaining a contract and, if they are recoverable from the client and relate to a specific future contract, they are deferred and recognized over contract performance or the estimated life of the customer relationship if renewals are expected. The Company expenses these costs when incurred if the amortization period is one year or less. Unfulfilled performance obligations represent amounts expected to be earned on contracts and do not include the value of negotiated, unexercised contract options, which are classified as marketing offers. Indefinite delivery/indefinite quantity and similar arrangements provide a framework for the client to issue specific tasks, delivery or purchase orders in the future and these arrangements are considered marketing offers until a specific order is executed. Revenue recognition entails the use of significant judgment, including, but not limited to, the following: evaluating agreements in terms of the number and nature of performance obligations; determining the appropriate method for measuring progress to satisfaction of obligations; determining if the Company is acting as a principal or an agent, and preparing estimates in terms of the amount of progress that the Company has made. For many fixed-price contracts, in particular, the Company estimates the proportion of total revenue earned using the ratio of contract costs incurred to total estimated contract costs, which requires the Company to prepare and, as necessary, revise estimates, as work progresses, of the total contract costs required to satisfy each respective performance obligation. Moreover, some of the Company’s contracts include variable consideration, which requires the Company to estimate and, as necessary, revise the most likely amounts that will be earned over the respective performance assessment periods. For these obligations, changes in estimates result in cumulative catch-up adjustments and may have a significant impact on earnings during a given period. The Company’s operating cycle for long-term contracts may be greater than one year and is measured by the average time intervening between the inception and the completion of those contracts . Contract-related assets and liabilities are classified as current assets and current liabilities. Significant balance sheet accounts related to the revenue recognition cycle are as follows: Contract receivables, net – This account includes amounts billed and due from clients under contract terms. The amounts due are stated at their net realizable value. The Company maintains an allowance for doubtful accounts to provide for the estimated amount of receivables that will not be collected. The Company considers a number of factors in its estimate of the allowance, including knowledge of a client’s financial condition, its historical collection experience, and other factors relevant to assessing the collectability of the receivables. The Company writes off specific contract receivables when such amounts are determined to be uncollectible. Contract assets – This account includes unbilled amounts typically resulting from revenue recognized on long-term contracts when the amount of revenue recognized exceeds the amounts billed. It also includes contract retainages until the Company has met the contract-stipulated requirements for payment. Contract assets are reported in a net position on a contract by contract basis each period even though individual contracts may contain multiple performance obligations. On a contract by contract basis, amounts do not exceed their net realizable value. Contract liabilities – This account consists of advance payments received and billings in excess of revenue recognized on long-term contracts. Contact liabilities are reported in a net position on a contract by contract basis each period even though individual contracts may contain multiple performance obligations. Cash and Cash Equivalents The Company considers cash on deposit and all highly liquid investments with original maturities of three months or less when purchased to be cash and cash equivalents. Restricted Cash The Company has restricted cash representing amounts held in escrow accounts and/or not readily available due to contractual restrictions. Property and Equipment Property and equipment are carried at cost and are depreciated using the straight-line method over their estimated useful lives, which range from two to seven years. Leasehold improvements are amortized on a straight-line basis over the shorter of the economic life of the improvement or the related lease term. Goodwill and Other Intangible Assets The purchase price of an acquired business is allocated to the tangible assets and separately identifiable intangible assets acquired, less liabilities assumed, based on their respective fair values, with the excess recorded as goodwill. Goodwill represents the excess of costs over the fair value of net assets of businesses acquired. Goodwill and intangible assets acquired in a business combination and determined to have an indefinite useful life are not amortized, but instead are reviewed for impairment annually, or more frequently if impairment indicators arise. Intangible assets with estimable useful lives are amortized over such lives and reviewed for impairment if impairment indicators arise. The Company performs its annual goodwill impairment test as of October 1 of each year. The Company’s qualitative analysis as of October 1, 2021 included macroeconomic, industry and market specific considerations, financial performance indicators and measurements, and other factors. Based on this qualitative assessment, the Company determined that it is more likely than not that the fair value of its reporting unit exceeded its carrying amount, and thus any additional quantitative impairment test was not required to be performed. Therefore, based on management’s review, a goodwill impairment loss was not required for 2021. Historically, the Company has not recorded any goodwill impairment losses. Long-Lived Assets The Company reviews its long-lived assets, including property and equipment, operating lease right-of-use (“ROU”) assets, and amortizable intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be fully recoverable. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the long-lived asset being evaluated, a loss is recognized for any excess of the carrying amount over the fair value of the asset. The Company recognized impairment expense, included in indirect and selling expenses, of $7.9 million and $3.1 million during the year ended December 31, 2021 and 2020, respectively, related to operating lease right-of-use assets, and $1.7 million during the year ended December 31, 2019 related to intangible assets associated with a historical business acquisition. Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets and operating lease liabilities (current and non-current) on the consolidated balance sheets. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments as of the commencement date. Since most lease agreements do not provide an implicit rate, the Company uses its incremental borrowing rate as of the commencement date in estimating the present value of future payments. The operating lease right-of-use asset is based on the present value of future lease payments and excludes impacts from lease incentives and initial costs incurred to obtain the lease. At the lease commencement date, the Company estimates its collateralized incremental borrowing rate based on publicly available yields adjusted for The Company uses leases to obtain use of a variety of different resources, including those for the use of facilities or equipment. These agreements may contain both lease and non-lease components, which are generally accounted for separately. For office equipment leases (primarily copier leases), the Company elected to account for the lease and non-lease components as a single lease component and not recognize right-of-use assets and lease liabilities for leases with a term not greater than twelve months. Capitalized Software The Company capitalizes certain costs to develop enhancements and upgrades to internal-use software that are incurred subsequent to the preliminary project stage. Amortization expense is recorded on a straight-line basis over the expected economic life of the software or the service contract, typically lasting three to five years. Stock-based Compensation The Company recognizes stock-based compensation expense related to share-based payments to employees, including grants of employee stock options, restricted stock awards, restricted stock units (“RSUs”), and cash-settled restricted stock units (“CSRSUs”) on a straight-line basis over the requisite service period, which is generally the vesting period. The Company recognizes expense for performance-based share awards (“PSAs”), which have both performance requirements and vesting conditions, on a straight-line basis over the three-year Stock-based compensation expense is based on the estimated fair value of the instruments on award and the estimated number of shares the Company ultimately expects will vest. The Company estimates the rate of future forfeitures based on factors which include the historical forfeiture experience for each applicable employee class under the assumption that the rate of future forfeitures will be similar to that experienced in the past. In addition, the estimation of PSAs that will ultimately vest requires judgment based on the performance and market conditions that will be achieved over the performance period. Changes to these estimates are recorded as a cumulative adjustment in the period estimates are revised. The fair value of stock options, restricted stock awards, RSUs, PSAs, and non-employee director awards is estimated based on the fair value of a share of common stock at the grant date. The Company has elected to use the Black-Scholes-Merton option pricing model to determine the fair value of stock options. The fair value of PSAs is estimated using a Monte Carlo simulation model. CSRSUs are settled only in cash payments. The cash payment is based on the fair value of the Company’s stock price at the vesting date, calculated by multiplying the number of CSRSUs vested by the Company’s closing stock price on the vesting date, subject to a maximum payment cap and a minimum payment floor. The Company treats these awards as liability-classified awards, and, therefore, accounts for them at fair value estimated based on the closing price of the Company’s stock at the reporting date. Derivative Instruments Derivative instruments designated as cash flow hedges are recorded on the consolidated balance sheets at fair value as of the reporting date, and the effective portion of the hedge is recorded in other comprehensive income (loss), net of tax, on the consolidated statements of comprehensive income and reclassified to earnings in the period that the hedged instruments affect earnings. Management reviews the effectiveness of the hedges on a quarterly basis. Income Taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The Company evaluates its ability to benefit from all deferred tax assets and establishes valuation allowances for amounts it believes will more likely than not be unrealizable. For uncertain tax positions, the Company uses a more-likely-than-not recognition threshold based on the technical merits of the income tax position taken. Income tax positions that meet the more-likely-than-not recognition threshold are measured in order to determine the tax benefit recognized in the financial statements. probable and reasonably estimable, and interest expense related to uncertain tax positions are not recognized as a component of income tax expense but recorded separately in indirect expenses and interest expense, respectively. Treasury Shares Treasury shares are accounted for under the cost method. Other Comprehensive Income (Loss) Other comprehensive income (loss) represents foreign currency translation adjustments arising from the use of differing exchange rates from period to period, the gain on the sale of an interest rate hedge agreement designated as a cash flow hedge, and the changes in fair value of interest rate agreements designated as cash flow hedges, net of taxes. The financial positions and results of operations of the Company’s foreign subsidiaries are based on the local currency as the functional currency and are translated to U.S. dollars for financial reporting purposes. Assets and liabilities of the subsidiaries are translated at the exchange rate in effect at each balance sheet date. Income statement accounts are translated at the average rate of exchange prevailing during the period. Translation adjustments are reported in accumulated other comprehensive loss included in stockholders’ equity in the Company’s consolidated balance sheets. Acquisition-Related Costs Costs related to successful and unsuccessful acquisitions include professional fees for legal, financial, and other advisory services and are expensed in the period that they are incurred. Segment, Customer and Geographic Information The Company operates in one segment based on the consolidated information used by its chief operating decision maker in evaluating the financial performance of its business and allocating resources. This single segment represents the Company’s core business, which is providing professional services for government and commercial clients. Although the Company disaggregates its revenue by client market areas and type, the Company does not manage its business or allocate resources based on client market or type. Approximately $735.0 million, $667.0 million, and $561.0 million of the Company’s revenue for the years 2021, 2020, and 2019, respectively, was derived under prime contracts and subcontracts with agencies and departments of the federal government representing 47%, 44%, and 38% of total revenue, respectively. No other customer accounted for 10% or more of the Company’s revenue during the years ended 2021, 2020, and 2019. The Company’s international operations provide services to both commercial and international government clients. Revenue is attributed to a particular geographic area based on the administrative location of the client that awarded the contract. The Company’s revenue generated from international clients (both government and commercial) as a percentage of total revenue was approximately 11%, 13%, and 8% for the years 2021, 2020, and 2019, respectively. At December 31, 2021 and 2020, long-lived assets held internationally were 15% and 15% of total long-lived assets, respectively. Risks and Uncertainties Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and contract receivables. The Company’s domestic bank accounts are insured up to $250,000 by the Federal Deposit Insurance Corporation. As of December 31, 2021, the Company had $2.0 million in its accounts that exceeded the insured limit. The majority of the Company’s cash transactions are processed through one U.S. commercial bank. Cash held domestically in excess of daily requirements is used to reduce any amounts outstanding under the Company’s Credit Facility. As of December 31, 2021 and 2020, the Company held approximately $20.1 million and $81.5 million, respectively, of cash and restricted cash in foreign bank accounts (not including outstanding deposits and checks). To date, the Company has not incurred losses related to cash and cash equivalents. The Company’s receivables consist principally of amounts due from agencies and departments of the federal government, state and local governments, and international governments, as well as from commercial organizations. T he respect to federal and other government clients, is limited due to the creditworthiness of the respective governmental entity. Amounts due for work performed as a subcontractor to a commercial organization also represent limited credit risk when the commercial client is performing as the prime contractor on a government contract due to the ultimate creditworthiness of the end client. The Company has historically been, and continues to be, heavily dependent on contracts with the federal government which are subject to audit by agencies and departments of the federal government. Such audits determine, among other things, whether an adjustment to invoices previously rendered are required under regulations as well as the underlying terms of each respective contract. Management does not expect significant adjustments as a result of government audits that will adversely affect the Company’s financial position and results of operations. Recent Accounting Pronouncements Recent Accounting Pronouncements Adopted Business Combinations In October 2021, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU) 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Prior to ASU 2021-08, contract assets and contract liabilities of an acquired business were measured at fair value by the acquiring company in accordance with Topic 805. Under ASU 2021-08, the Company is required to recognize and measure contract assets and contract liabilities acquired in a business combination by applying ASC 606, Revenue from Contracts with Customers to the contracts as if it had originated the contracts. The Company adopted ASU 2021-08 in the fourth quarter of 2021 and applied the amendments to contract assets and contract liabilities from the acquisitions of ESAC and Creative Systems and Consulting (“Creative Systems”) which were completed during the 2021 fiscal year. The adoption of ASU 2021-08 did not have a material impact on the consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted Reference Rate Reform In March 2020, FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The standard is intended to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The provisions of this ASU are elective and apply to all entities, subject to meeting certain criteria, that have debt or hedging contracts, among other contracts, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The Company can elect to not apply certain modification accounting requirements to contracts affected by reference rate reform, if certain criteria are met. Also, the Company can elect various optional expedients that would allow it to continue to apply hedge accounting for hedging relationships affected by reference rate reform, if certain criteria are met. This guidance was effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is currently evaluating the impact of the transition from LIBOR to alternative reference interest rates but does not expect a significant impact to its operating results, financial position, or cash flows. |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2021 | |
Cash And Cash Equivalents [Abstract] | |
Restricted Cash | NOTE 3 - The following table provides a reconciliation of cash and cash equivalents, and restricted cash reported within the consolidated balance sheets at December 31, 2021 and 2020 to the total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows for the years ended December 31, 2021, 2020, and 2019: 2021 2020 2019 Beginning Ending Beginning Ending Beginning Ending Cash and cash equivalents $ 13,841 $ 8,254 $ 6,482 $ 13,841 $ 11,694 $ 6,482 Restricted cash - current 68,146 12,179 — 68,146 — — Restricted cash - non-current — — — — 1,292 — Total cash, cash equivalents, and restricted cash shown in the consolidated statement of cash flows $ 81,987 $ 20,433 $ 6,482 $ 81,987 $ 12,986 $ 6,482 Under a contract with a customer commencing in the final quarter of fiscal year 2020, the Company received advance payments to be used to pay providers of service to the customer, a separate third-party. The advanced payments are treated as restricted cash - current as the Company is required under the contract to distribute the advanced funds to the third-party providers or return the advanced funds to the customer. Because the Company receives the advance payments from the customer, which must be refunded to the customer or remitted to a third party, the cash receipts are treated as borrowings rather than receipts for the provision of goods or services. Therefore, these cash receipts are presented in the consolidated statements of cash flows as financing cash inflows, “receipt of restricted contract funds”, with the subsequent payments classified as financing cash outflows, “payment of restricted contract funds.” See Note 9 – Accrued Expenses and Other Liabilities for the corresponding liability. |
Contract Receivables
Contract Receivables | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Contract Receivables | NOTE 4 - CONTRACT RECEIVABLES Contract receivables consisted of the following as of December 31: 2021 2020 Billed receivables $ 245,425 $ 230,466 Allowance for expected credit losses (7,741 ) (7,616 ) Contract receivables, net $ 237,684 $ 222,850 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | NOTE 5 - PROPERTY AND EQUIPMENT Property and equipment consisted of the following at December 31: 2021 2020 Leasehold improvements $ 34,639 $ 35,683 Software 24,363 53,001 Furniture and equipment 25,115 28,772 Computers 44,128 40,158 128,245 157,614 Accumulated depreciation and amortization (76,192 ) (95,180 ) Total property and equipment, net $ 52,053 $ 62,434 Depreciation and amortization expense for the years ended December 31, 2021, 2020, and 2019, was approximately $19.5 million, $20.4 million, and $20.1 million, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | NOTE 6 - GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill The changes in the carrying amount of goodwill for the fiscal years ended December 31 were as follows: 2021 2020 Balance as of January 1 $ 909,913 $ 719,934 Goodwill resulting from business combination - ITG — 188,253 Goodwill resulting from business combination - ESAC 11,226 — Goodwill resulting from business combination - Creative Systems and Consulting 126,118 — Effect of foreign currency translation (497 ) 1,726 Balance as of December 31 $ 1,046,760 $ 909,913 Other Intangible Assets Intangible assets with definite lives are primarily amortized over periods ranging from approximately 1 to 10 years. The weighted-average period of amortization for all intangible assets, calculated as of December 31, 2021, is 7.7 years. The customer-related intangible assets, which consist of customer contracts, backlog, and non-contractual customer relationships, are being amortized based on estimated cash flows and respective estimated economic benefit of the assets. The weighted-average period of amortization of the customer-related intangibles calculated as of December 31, 2021 is 7.7 years. Intangible assets related to developed technology are being amortized on an accelerated basis over a weighted-average period, calculated as of December 31, 2021, of 7.7 years. Intangible assets with an indefinite life consist of a domain name. Other intangibles consisted of the following at December 31: 2021 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer-related $ 167,577 $ (92,494 ) $ 75,083 Developed technology 5,411 (944 ) 4,467 Total amortizable intangible assets 172,988 (93,438 ) 79,550 Intangible with indefinite life 95 — 95 Total other intangible assets $ 173,083 $ (93,438 ) $ 79,645 2020 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer-related $ 142,849 $ (83,137 ) $ 59,712 Developed technology 733 (653 ) 80 Total amortizable intangible assets 143,582 (83,790 ) 59,792 Intangible with indefinite life 95 — 95 Total other intangible assets $ 143,677 $ (83,790 ) $ 59,887 Aggregate amortization expense for the years ended December 31, 2021, 2020, and 2019, was approximately $12.5 million, $13.3 million, and $8.1 million, respectively. The Company recognized impairment expense, included in indirect and selling expense, of $1.7 million in the second quarter of 2019 related to the intangible asset associated with a historical business acquisition. Year ending December 31, 2022 $ 19,920 2023 18,864 2024 18,211 2025 13,393 2026 7,207 Thereafter 1,955 Total $ 79,550 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | NOTE 7 – LEASES The Company has operating leases for facilities and equipment which have remaining terms ranging from 1 to 17 years. The leases may include options to extend the lease periods for up to 5 years at rates approximating market rates and/or options to terminate the leases within 1 year. The leases may include a residual value guarantee or a responsibility to return the property to its original state of use. A limited number of leases contain provisions that provide for rental increases based on consumer price indices. The change in lease costs resulting from changes in these indices are included within variable rent. Operating leases consisted of the following at December 31, 2021: December 31, 2021 Real estate facilities $ 237,591 Office equipment 2,117 Other 686 Total before amortization 240,394 Amortization of right-of-use assets (62,977 ) Total operating lease right-of-use assets $ 177,417 The Company’s lease cost is recognized on a straight-line basis over the lease term and is primarily included within indirect and selling expenses on the consolidated statements of comprehensive income. Lease cost consisted of the following: Year Ended December 31, 2021 2020 2019 Operating lease cost $ 35,469 $ 37,874 $ 36,210 Short-term lease cost 453 1,421 2,153 Variable lease cost 43 53 77 Total lease cost $ 35,965 $ 39,348 $ 38,440 Future minimum lease payments under non-cancellable leases as of December 31 , 2021 were as follows: December 31, 2021 December 31, 2022 $ 37,539 December 31, 2023 20,555 December 31, 2024 22,473 December 31, 2025 21,681 December 31, 2026 21,140 Thereafter 156,704 Total future minimum lease payments 280,092 Less: Interest (53,386 ) Total operating lease liabilities $ 226,706 December 31, 2021 December 31, 2020 Operating lease liabilities - current $ 34,901 $ 23,350 Operating lease liabilities - non-current 191,805 115,614 Total operating lease liabilities $ 226,706 $ 138,964 Other information related to operating leases is as follows: Year Ended December 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 28,932 $ 41,025 Right-of-use assets obtained in exchange for new operating lease liabilities $ 90,046 $ 29,790 Weighted-average remaining lease term - operating leases 11.4 5.9 Weighted-average discount rate - operating leases 3.2 % 3.4 % The change in operating lease right-of-use assets and lease liabilities are presented within cash flows from operating activities on the consolidated statements of cash flows. As of December 31, 2021, the Company had three active operating leases with renewals that had not yet commenced with a potential operating lease liability of approximately $1.1 million. The renewals are expected to commence in 2022. |
Accrued Salaries and Benefits
Accrued Salaries and Benefits | 12 Months Ended |
Dec. 31, 2021 | |
Employee Related Liabilities Current [Abstract] | |
Accrued Salaries and Benefits | NOTE 8 - ACCRUED SALARIES AND BENEFITS Accrued salaries and benefits consisted of the following at December 31: 2021 2020 Accrued bonuses, liability-classified awards, and commissions $ 26,443 $ 24,464 Accrued salaries 25,397 21,282 Accrued paid time off and leave 13,574 15,046 Social security tax deferral 10,457 10,457 Accrued medical 4,098 3,238 Accrued payroll taxes and withholdings 1,022 1,033 Other 4,526 4,992 Total accrued salaries and benefits $ 85,517 $ 80,512 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | NOTE 9 - ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following at December 31: 2021 2020 Deposits $ 21,088 $ 9,881 Restricted contract funds 12,165 68,138 Accrued IT and software licensing costs 1,702 2,157 Accrued taxes and insurance premiums 5,267 4,327 Accrued facilities rental and lease exit costs 1,291 780 Accrued interest 212 214 Accrued professional services 3,068 2,094 Accrued dividends 2,643 2,641 Contingent and contractual liabilities from acquisitions 1,245 683 Interest rate swap liability - current 3,026 3,693 Other accrued expenses and current liabilities 9,789 6,300 Total accrued expenses and other current liabilities $ 61,496 $ 100,908 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 10 - LONG-TERM DEBT On March 3, 2020, the Company entered into the First Amendment (the “First Amendment”) to the Fifth Amended and Restated Business Loan and Security Agreement with a group of ten commercial banks (the “Credit Facility”). The First Amendment amended the Fifth Amended and Restated Business Loan and Security Agreement, entered into on May 17, 2017, to, among other things, (i) add a new term loan facility in the original principal amount of $200.0 million; (ii) increase the swing line commitment amount by $25.0 million to $75.0 million; (iii) extend the maturity date; and (iv) modify certain definitions and certain covenants. As a result, the Credit Facility now consists of (i) a term loan facility of $200.0 million; (ii) a revolving line of credit of up to $600.0 million with additional revolving credit commitments of up to $300.0 million, subject to lenders’ approval (the “Accordion”); and (iii) a sub-limit of $75.0 million for swing line loans. The Credit Facility matures on March 3, 2025. The Company has the option to borrow funds under the Credit Facility at interest rates based on both LIBOR (1, 3, or 6-month rates) and the Base Rate (as defined herein), at its discretion, plus their applicable margins. Base Rates are fluctuating per annum rates of interest equal to the highest of (i) the Overnight Bank Funding Rate, plus 0.5%, (ii) the Prime Rate (as defined under the Credit Facility), and (iii) the daily LIBOR rate, plus a LIBOR margin of between 1.00% and 2.00% based on our Leverage Ratio (as defined under the Credit Facility.) On December 31, 2021, our LIBOR based borrowing rate was 1.35%, including a LIBOR margin of 1.25%. The interest accrued based on LIBOR rates is to be paid on the last business day of the interest period (1, 3, or 6 months), while interest accrued based on the Base Rates is to be paid in quarterly installments. The Credit Facility provides for letters of credit aggregating up to $60.0 million which reduce the funds available under the Credit Facility when issued. The unused portion of the Credit Facility was subject to a commitment fee of between 0.13% and 0.25% per annum. Based on our Leverage Ratio that amount was 0.15% per annum at December 31, 2021 and 0.20% per annum at December 31, 2020. The Credit Facility is collateralized by substantially all of the assets of the Company and requires that the Company remain in compliance with certain financial and non-financial covenants. The financial covenants require, among other things, that the Company maintain at all times an Interest Coverage Ratio (as defined under the Credit Facility) of not less than 3.00 to 1.00 and a Leverage Ratio of not more than 4.00 to 1.00 (subject to a step-up to 4.25 to 1.0 for a four quarter period following permitted acquisitions as defined under the Credit Facility) for each fiscal quarter. As of December 31, 2021, the Company was in compliance with its covenants under the Credit Facility. The Credit Facility also has a conforming dividend covenant that allows the Company to pay dividends as long as it remains compliant within our covenants. As of December 31, 2021, the available borrowing capacity under the Credit Facility (excluding the accordion) was $355.7 million. Taking into account the financial and performance-based limitations, the available borrowing capacity (excluding the accordion) was $283.8 million as of December 31, 2021. As of December 31, 2021 and 2020, long-term debt consisted of the following: December 31, 2021 December 31, 2020 Average Interest Rate Outstanding Balance Average Interest Rate Outstanding Balance Term Loan $ 182,500 $ 192,500 Revolving Credit 241,055 123,281 Total before debt issuance costs 1.65% 423,555 2.35% 315,781 Unamortized debt issuance costs (1,950 ) (2,567 ) $ 421,605 $ 313,214 Current portion of long-term debt $ 10,000 $ 10,000 Long-term debt - non-current 411,605 303,214 $ 421,605 $ 313,214 Future scheduled repayments of term loan principal are as follows: Payments due by Term Loan Revolving Credit Total December 31, 2022 $ 10,000 $ — $ 10,000 December 31, 2023 13,750 — 13,750 December 31, 2024 15,000 — 15,000 December 31, 2025 143,750 241,055 384,805 December 31, 2026 — — — Thereafter — — Total $ 182,500 $ 241,055 $ 423,555 Debt Issuance Cost The Company’s debt issuance costs are amortized over the term of indebtedness. The balance of net debt issuance costs at December 31, 2021 and 2020 are as follows: 2021 2020 Amortizable debt issuance costs $ 8,751 $ 8,751 Accumulated amortization (6,801 ) (6,184 ) Net debt issuance costs $ 1,950 $ 2,567 Amortization of debt issuance costs totaling $0.6 million, $0.7 million, and $0.5 million was recorded for each of the years ended December 31, 2021, 2020, and 2019, respectively, and was included as part of interest expense. Letters of Credit At December 31, 2021 and 2020, the Company had nine and ten outstanding letters of credit totaling approximately $3.3 million and $2.7 million, respectively. These letters of credit are renewed annually. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | NOTE 11 – REVENUE RECOGNITION Disaggregation of Revenue The Company disaggregates revenue from clients, most of which is earned over time, into categories that depict how the nature, amount and uncertainty of revenue and cash flows are affected by economic factors. Those categories are client market, client type and contract mix. Client markets provide insight into the breadth of the Company’s expertise. In classifying revenue by client market, the Company attributes revenue from a client to the market that the Company believes is the client’s primary market. The Company also classifies revenue by the type of entity for which it does business, which is an indicator of the diversity of its client base. The Company attributes revenue generated as a subcontractor to a commercial company as government revenue when the ultimate client is a government agency or department. Disaggregation by contract mix provides insight in terms of the degree of performance risk that the Company has assumed. Fixed-price contracts are considered to provide the highest amount of performance risk as the Company is required to deliver a scope of work or level of effort for a negotiated fixed price. Time-and-materials contracts require the Company to provide skilled employees on contracts for negotiated fixed hourly rates. Since the Company is not required to deliver a scope of work, but merely skilled employees, it considers these contracts to be less risky than a fixed-price agreement. Cost-based contracts are considered to provide the lowest amount of performance risk since the Company is generally reimbursed for all contract costs incurred in performance of contract deliverables with only the amount of incentive or award fees (if applicable) dependent on the achievement of negotiated performance requirements. Year ended December 31, 2021 2020 2019 Client Markets: Energy, environment, and infrastructure $ 654,488 $ 609,358 $ 663,799 Health, education, and social programs 678,047 677,454 567,351 Safety and security 115,266 120,599 118,279 Consumer and financial 105,247 99,464 129,096 Total $ 1,553,048 $ 1,506,875 $ 1,478,525 Year ended December 31, 2021 2020 2019 Client Type: U.S. federal government $ 735,031 $ 666,968 $ 560,953 U.S. state and local government 233,757 219,507 279,833 International government 136,245 93,581 122,125 Total Government 1,105,033 980,056 962,911 Commercial 448,015 526,819 515,614 Total $ 1,553,048 $ 1,506,875 $ 1,478,525 Year ended December 31, 2021 2020 2019 Contract Mix: Time-and-materials $ 633,574 $ 732,365 $ 700,980 Fixed-price 645,351 536,903 566,299 Cost-based 274,123 237,607 211,246 Total $ 1,553,048 $ 1,506,875 $ 1,478,525 Contract Balances: Contract assets consist primarily of unbilled amounts resulting from contracts when revenue recognized exceeds the amount billed due to billing schedule timing. Contract liabilities result from advance payments received on a contract or from billings in excess of revenue recognized on contracts due to billing schedule timing. The $3.1 million decrease in the Company’s net contract assets is a result of the timing difference between the performance of services and billings and payments from customers. During the year ended December 31, 2021 and 2020, the Company recognized $22.7 million and $24.7 million in revenue related to the contract liabilities balance at December 31, 2020 and 2019, respectively. There were no material changes to contract balances due to impairments or business combinations during the period. December 31, 2021 December 31, 2020 Change Contract assets $ 137,867 $ 143,369 $ (5,502 ) Contract liabilities (39,665 ) (42,050 ) 2,385 Net contract assets $ 98,202 $ 101,319 $ (3,117 ) Performance Obligations: The Company had $1.3 billion in unfulfilled performance obligations as of December 31, 2021, which primarily entail the future delivery of services for which revenue will be recognized over time. The obligations relate to continued or additional services required on non-cancelable contracts and were generally valued using an estimated cost-plus margin approach, with variable consideration being estimated at the most likely amount. The amounts exclude marketing offers, which are negotiated but unexercised contract options and indefinite delivery/indefinite quantity (IDIQ) and similar arrangements that provided a framework for customers to issue specific tasks, delivery, or purchase orders in the future. The Company expects to satisfy these performance obligations, on average, in one to two years. |
Derivative instruments and Hedg
Derivative instruments and Hedges Activities | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative instruments and Hedges Activities | NOTE 12 - DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company uses interest rate swap arrangements (the “Swaps”) to manage or hedge its interest rate risk. Notwithstanding the terms of the Swaps, the Company is ultimately obligated for all amounts due and payable under the Credit Facility. The Company does not use such instruments for speculative or trading purposes. The Company designated the Swaps as cash flow hedges. Derivative instruments are recorded on the consolidated balance sheets at fair value. Unrealized gains and losses on derivatives designated as cash flow hedges are reported in other comprehensive income (loss) (“AOCI”) and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. on a quarterly basis, evaluates them to determine their effectiveness or ineffectiveness and records the change in fair value as an adjustment to other comprehensive income or loss. A summary of Swaps designated as cash flow hedges as of December 31, 2021 are as follows: Dates of Effected Cash Flows Date of Interest Rate Swap Agreement Notional Amount ($million) Paid Fixed Interest Rate% Beginning Ending September 30, 2016 (1) $100.0 - January 31, 2018 January 31, 2023 August 31, 2017 $25.0 1.8475% August 31, 2018 August 31, 2023 August 8, 2018 $50.0 2.8540% August 31, 2018 August 31, 2023 August 8, 2018 $25.0 2.8510% August 31, 2018 August 31, 2023 February 20, 2020 $100.0 1.2940% February 28, 2020 February 28, 2025 ( 1) On December 1, 2016, the Company sold the interest rate hedge agreement. The fair value of the interest rate hedge, as of the date of the sale, was recorded in other comprehensive income, net of tax. The gain from the sale will be recognized into earnings when earnings are impacted by the cash flows of the previously hedged variable interest rate. For the years ended December 31, 2021 and 2020, the effect of the Swaps on the Company’s financial statements are as follows: Cash Flow Hedging Derivatives Total Gain or (Loss) Recorded to AOCI Amount of (Gain) or Loss Reclassified from AOCI into Income 2021 2020 2021 2020 Interest Rate Swaps $ 3,285 $ (9,867 ) $ 3,008 $ 2,031 As of December 31, 2021, the net amount of realized losses from the hedge agreements expected to be reclassified from AOCI into earnings within the next 12 months is $2.3 million. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 13 - INCOME TAXES The domestic and foreign components of income before provision for income taxes are as follows for the years ended December 31: 2021 2020 2019 Domestic $ 97,884 $ 68,817 $ 87,622 Foreign 2,206 5,856 2,551 Income before income taxes $ 100,090 $ 74,673 $ 90,173 Income tax expense consisted of the following for the years ended December 31: 2021 2020 2019 Current: Federal $ 15,961 $ 14,645 $ 14,123 State 3,494 5,198 5,698 Foreign 687 1,736 1,537 Total current 20,142 21,579 21,358 Deferred: Federal 4,724 (1,721 ) 320 State 4,395 314 (25 ) Foreign (303 ) (458 ) (418 ) Total deferred 8,816 (1,865 ) (123 ) Income tax expense $ 28,958 $ 19,714 $ 21,235 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and income tax purposes. Deferred tax assets (liabilities) consisted of the following at December 31: 2021 2020 Deferred Tax Assets Allowance for expected credit losses $ 1,825 $ 1,687 Accrued paid time off 2,504 2,423 Foreign net operating loss (NOL) carry forward 91 957 State net operating loss (NOL) carry forward 522 714 Stock option compensation 1,680 2,308 Deferred rent 2,566 3,091 Deferred compensation 5,358 4,598 Foreign tax credits 6,677 5,882 State tax credits 1,081 2,108 Foreign exchange 4,014 5,370 Foreign deferred 727 650 Accrued bonus 5,303 4,126 Accrued liabilities and other 6,660 5,701 39,008 39,615 Less: Valuation Allowance (7,048 ) (6,839 ) Total Deferred Tax Assets 31,960 32,776 Deferred Tax Liabilities Retention (637 ) (1,003 ) Prepaid expenses (726 ) (1,089 ) Payroll taxes (544 ) (489 ) Unbilled revenue (607 ) (1,451 ) Depreciation (1,920 ) (1,731 ) Amortization (68,194 ) (60,392 ) Deferred gain and other (1,245 ) (951 ) Total Deferred Tax Liabilities (73,873 ) (67,106 ) Total Net Deferred Tax Liability $ (41,913 ) $ (34,330 ) The Company measures certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is now generally 26.6%. As of December 31, 2021, the cumulative foreign tax credit carryforward balance increased by approximately $0.8 million As of December 31, 2021 As of December 31, 2021 Section As of December 31, 2021, the Company had gross state income tax credit carryforwards of approximately $1.4 million, which expire between 2021 and 2029 The need to establish valuation allowances for deferred assets is based on a more-likely-than-not threshold that the benefit of such assets will be realized in future periods. Appropriate consideration has been given to all available evidence, including historical operating results, projections of taxable income, and tax planning alternatives. The Company concluded that a valuation allowance of approximately $0.4 million and $1.0 million was required for tax attributes related to specified foreign jurisdictions as of December 31, 2021 and 2020 , respectively, and an additional $ 6.7 million valuation allowance is r equired against our U.S. foreign tax credit carry forwards . The total amount of unrecognized tax benefits as of December 31, 2021 and 2020 was $0.5 million and $0.8 million, respectively, which includes $0.5 million and $0.8 million, respectively, of tax positions that, if recognized, would impact the effective rate. The unrecognized tax benefit reconciliation, excluding penalty and interest, is as follows: Unrecognized tax benefits at January 1, 2019 $ 216 Decrease attributable to tax positions taken during a prior period (216 ) Unrecognized tax benefits at December 31, 2019 — Increase attributable to tax positions taken during the current period 811 Unrecognized tax benefits at December 31, 2020 811 Decrease attributable to tax positions taken during the current period (361 ) Unrecognized tax benefits at December 31, 2021 $ 450 The Company’s policy is not to recognize accrued interest and penalties related to unrecognized tax benefits as a component of tax expense. The Company did not have any accrued penalty and interest at December 31, 2021 and 2020. The Company’s 2018 to 2020 2017 to 2020 Although the Company believes it has adequately provided for all uncertain tax positions, amounts asserted by taxing authorities could be greater than the Company’s accrued position. Accordingly, additional provisions on federal, state and foreign income tax related matters could be recorded in the future as revised estimates are made or the underlying matters are effectively settled or otherwise resolved. Conversely, the Company could settle positions with the tax authorities for amounts lower than have been accrued. The Company believes it is reasonably possible that, during the next 12 months, the Company’s liability for uncertain tax positions may not change. The Company’s provision for income taxes differs from the federal statutory rate. The differences between the statutory rate and the Company’s provision are as follows: 2021 2020 2019 Taxes at statutory rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 5.6 % 5.6 % 5.3 % Foreign tax rate differential 0.1 % 0.3 % 0.3 % Executive compensation 2.1 % 2.4 % 0.6 % Other permanent differences (0.4 )% 0.1 % 0.7 % Prior year tax adjustments 1.5 % (1.1 )% (1.0 )% Unrecognized tax benefits (0.5 )% 1.0 % (0.2 )% Valuation allowance 1.3 % 1.6 % 1.1 % Equity-based compensation (1.0 )% (3.8 )% (3.6 )% Tax credits (0.8 )% (0.7 )% (0.6 )% Taxes at effective rate 28.9 % 26.4 % 23.6 % In response to the COVID-19 pandemic, the U.S. federal, state and local governments, as well as numerous foreign governments, have enacted tax-related relief programs to provide both direct and indirect tax assistance in the form of tax subsidies, exemptions, deferrals and credits. The Company is continuously analyzing these programs as they are introduced in order to determine its eligibility and the risks and benefits of participation. During the year ended December 31, 2020, the Company elected to participate in several COVID-19 tax-relief programs for which it was eligible. Pursuant to the Coronavirus Aid, Relief and Economic Security (“CARES”) Act, the Company exercised the option to defer payment of the employer portion of the Social Security tax, with 50% to be repaid by December 31, 2021 and the remainder by December 31, 2022. The Company deferred payment of approximately $20.9 million of employer Social Security taxes during the year ended December 31, 2020 and repaid 50% during the third quarter of 2021. As of December 31, 2021 the remaining deferred payments are included in accrued salaries and benefits in the Company’s consolidated balance sheet. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2021 | |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | NOTE 14 - ACCUMULATED OTHER COMPREHENSIVE LOSS Accumulated other comprehensive loss included the following: Foreign Currency Translation Adjustments Gain on Sale of Interest Rate Hedge Agreement (1) Changes in Fair Value of Interest Rate Hedge Agreements (2)(5) Total Accumulated other comprehensive (loss) income at January 1, 2019 $ (14,168 ) $ 2,164 $ (547 ) $ (12,551 ) Other comprehensive income (loss) before reclassifications 2,338 — (3,362 ) (1,024 ) Amounts reclassified from accumulated other comprehensive (loss) income — (720 ) 333 (387 ) Effect of taxes (3) 835 190 793 1,818 Total current period other comprehensive income (loss) 3,173 (530 ) (2,236 ) 407 Accumulated other comprehensive (loss) income at December 31, 2019 (10,995 ) 1,634 (2,783 ) (12,144 ) Other comprehensive income (loss) before reclassifications 4,141 — (9,867 ) (5,726 ) Amounts reclassified from accumulated other comprehensive (loss) income — (720 ) 2,751 2,031 Effect of taxes (3) (356 ) 182 1,907 1,733 Total current period other comprehensive income (loss) 3,785 (538 ) (5,209 ) (1,962 ) Accumulated other comprehensive (loss) income at December 31, 2020 (7,210 ) 1,096 (7,992 ) (14,106 ) Other comprehensive (loss) income before reclassifications (1,676 ) — 3,285 1,609 Amounts reclassified from accumulated other comprehensive (loss) income (4) — (720 ) 3,728 3,008 Effect of taxes (3) 127 193 (1,866 ) (1,546 ) Total current period other comprehensive (loss) income (1,549 ) (527 ) 5,147 3,071 Accumulated other comprehensive (loss) income at December 31, 2021 $ (8,759 ) $ 569 $ (2,845 ) $ (11,035 ) (1) Represents the fair value of an interest rate hedge agreement, designated as a cash flow hedge, which was sold on December 1, 2016. The fair value of the interest rate hedge agreement was recorded in other comprehensive income, net of tax, and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from January 31, 2018 to January 31, 2023. (2) Represents the change in fair value of interest rate hedge agreements designated as a cash flow hedges. The fair value of the interest rate hedge agreements was recorded in other comprehensive income and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from August 31, 2018 to February 28, 2025. See additional details of the hedge agreements in Note 12 - Derivative Instruments and Hedging Activities. (3) The Company’s effective tax rate for the years ended December 31, 2021 2020 2019 28.9% 26.4% 23.6% (4) The Company expects to reclassify $0.7 million related to the Gain on Sale of Interest Rate Hedge Agreement, and $3.0 million losses related to the Change in Fair Value of Interest Rate Hedge Agreement from accumulated other comprehensive loss into earnings during the next 12 months. (5) The fair value of the interest rate hedge agreements is included in other current and other long-term liabilities on the consolidated balance sheets. |
Accounting for Stock-based Comp
Accounting for Stock-based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Accounting for Stock-based Compensation | NOTE 15 - ACCOUNTING FOR STOCK-BASED COMPENSATION Stock Incentive Plans On April 4, 2018, the Company’s board of directors approved the 2018 Omnibus Incentive Plan (the “2018 Omnibus Plan”), which was subsequently approved by the stockholders and became effective on May 31, 2018 (the “Effective Date”). The 2018 Omnibus Plan replaced the previous 2010 Omnibus Incentive Plan (the “Prior Plan”). The 2018 Omnibus Plan was amended on May 28, 2020 to increase the number of shares available for issuance. T he 2018 Omnibus Plan , as amended, allows the Company to grant shares using stock options, stock appreciation rights, restricted stock, RSUs, performance units and PSAs, cash-based awards, and other stock-based awards to all key officers, key employees, and non-employee directors of the Company. Outstanding grants under the Prior Plan, totaling 29,692 , remain subject to their terms and conditions, and no additional awards from the Prior Plan are to be made after the Effective Date. As of December 31, 2021 , the Company had approximately 943,549 shares available to grant under the 2018 Omnibus Plan. CSRSUs have no impact on the shares available for grant under the 2018 Omnibus Plan and have no impact on the calculated shares used in earnings per share (“EPS”) calculations. The total stock-based compensation expense for the years ended December 31, 2021, 2020, and 2019, the unrecognized compensation expense at December 31, 2021, and the weighted-average period to recognize the remaining unrecognized shares are as follows: Stock-Based Compensation Expense Recognized as of December 31, Unrecognized 2021 2020 2019 December 31, 2021 Weighted Average Period to Recognize (years) Restricted Stock Units $ 8,563 $ 11,895 $ 10,644 $ 13,373 1.6 Cash-Settled Restricted Stock Units 8,251 7,015 10,213 7,062 1.7 Non-Employee Director Awards 937 755 719 460 0.4 Performance Shares 3,731 4,905 4,455 3,768 1.4 Total $ 21,482 $ 24,570 $ 26,031 $ 24,663 The assumptions of employment termination forfeiture rates used in the determination of fair value of stock awards during the 2021 calendar year were based on the Company’s historical average of actual forfeitures from the previous 10 years preceding the reporting period. The expected annualized forfeiture rates used during the 2021 calendar year varied from 0% to 19.61% Stock Options Option awards are granted with an exercise price equal to the market value of the Company’s common stock on the date of grant. All options outstanding as of December 31, 2021 have a 10-year contractual term. Options generally have a vesting term of three or four years. There were no option awards granted during 2021, 2020, and 2019. The following table summarizes the changes in outstanding stock options: Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding at January 1, 2019 201,810 $ 33.68 Exercised (93,682 ) $ 31.21 Granted — $ — Forfeited/Expired — $ — Outstanding at December 31, 2019 108,128 $ 35.82 Exercised (69,901 ) $ 37.94 Granted — $ — Forfeited/Expired — $ — Outstanding at December 31, 2020 38,227 $ 31.93 Exercised (8,535 ) $ 27.17 Granted — $ — Forfeited/Expired — $ — Outstanding at December 31, 2021 29,692 $ 33.30 $ 2,056,051 Vested plus expected to vest at December 31, 2021 29,692 $ 33.30 $ 2,056,051 Exercisable at December 31, 2021 29,692 $ 33.30 $ 2,056,051 The aggregate intrinsic value in the preceding table is based on the Company’s closing stock price of $102.55 as of December 31, 2021. The total intrinsic value of options exercised was $0.8 million, $5.1 million, and $4.9 million for the years ended December 31, 2021, 2020, and 2019, respectively. All options were vested prior to December 31, 2018. As of December 31, 2021, the weighted-average remaining contractual term for options vested was 1.6 years and for exercisable options was 1.6 years. Information regarding stock options outstanding as of December 31, 2021 is summarized below: OPTIONS OUTSTANDING OPTIONS EXERCISABLE Range of Exercise Prices Number Outstanding As of December 31, 2021 Weighted Average Remaining Contractual Term Weighted Average Exercise Price Number Exercisable As of December 31, 2021 Weighted Average Exercise Price $25.01 to $27.00 3,572 0.2 $ 25.66 3,572 $ 25.66 $27.01 to $40.00 12,114 1.2 $ 27.03 12,114 $ 27.03 $40.01 to $41.00 14,006 2.2 $ 40.68 14,006 $ 40.68 $25.01 to $41.00 29,692 1.6 $ 33.30 29,692 $ 33.30 Restricted Stock Units RSUs generally have a vesting term of three to four years. On vesting the employee is issued one share of stock for each RSU awarded. The fair value of shares vested was $7.9 million , $14.1 million A summary of the Company’s RSUs is presented below. Number of Shares Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested RSUs at January 1, 2019 474,240 $ 50.93 Granted 159,831 $ 77.74 Vested (164,913 ) $ 43.82 Cancelled (19,183 ) $ 56.18 Non-vested RSUs at December 31, 2019 449,975 $ 62.48 Granted 170,411 $ 58.27 Vested (258,307 ) $ 54.73 Cancelled (56,680 ) $ 63.46 Non-vested RSUs at December 31, 2020 305,399 $ 66.51 Granted 132,757 $ 95.68 Vested (119,203 ) $ 66.46 Cancelled (15,117 ) $ 68.53 Non-vested RSUs at December 31, 2021 303,836 $ 79.17 $ 31,158,382 RSUs expected to vest in the future 277,250 $ 78.48 $ 28,431,988 The aggregate intrinsic value in the preceding table is based on the Company’s closing stock price of $102.55 per share as of December 31, 2021. Cash-Settled Restricted Stock Units CSRSUs generally have a vesting term of three to four years. A summary of the Company’s CSRSUs is presented below. Number of Shares Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested CSRSUs at January 1, 2019 337,406 $ 47.73 Granted 103,606 $ 77.03 Vested (123,395 ) $ 44.61 Cancelled (21,384 ) $ 53.99 Non-vested CSRSUs at December 31, 2019 296,233 $ 58.83 Granted 134,259 $ 60.30 Vested (154,653 ) $ 49.44 Cancelled (34,358 ) $ 63.03 Non-vested CSRSUs at December 31, 2020 241,481 $ 65.06 Granted 52,246 $ 89.51 Vested (104,272 ) $ 63.96 Cancelled (23,195 ) $ 69.68 Non-vested CSRSUs at December 31, 2021 166,260 $ 72.79 $ 17,049,963 CSRSUs expected to vest in the future 149,894 $ 72.34 $ 15,371,630 The aggregate intrinsic value in the preceding table is based on the Company’s closing stock price of $102.55 per share as of December 31, 2021. The fair value of CSRSUs vested and settled in cash for the years ended December 31, 2021, 2020, and 2019 was $8.7 million, $9.3 million and $7.2 million, respectively. Non-Employee Director Awards Beginning on July 2, 2018, t he Company granted awards of registered shares to its non-employee directors on an annual basis under the Omnibus Plan. A summary of the non-employee director awards is presented below: Number of Shares Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested RSUs at January 1, 2019 4,968 $ 72.35 Granted 9,732 $ 73.94 Vested (9,840 ) $ 73.14 Cancelled — $ — Non-vested RSUs at December 31, 2019 4,860 $ 73.94 Granted 12,541 $ 64.58 Vested (10,891 ) $ 68.82 Cancelled — $ — Non-vested RSUs at December 31, 2020 6,510 $ 64.47 Granted 11,186 $ 90.73 Vested (12,110 ) $ 76.61 Cancelled — $ — Non-vested RSUs at December 31, 2021 5,586 $ 90.73 $ 572,844 RSUs expected to vest in the future 5,586 $ 90.73 $ 572,844 The aggregate intrinsic value in the preceding table is based on the Company’s closing stock price of $102.55 per share as of December 31, 2021. Performance Share Awards In 2015, the Company’s Board of Directors approved a performance-based share program (the “Program”) that provides for the issuance of PSAs to its senior management. Under the Program, the number of PSAs that the participant will receive depends on the Company’s achievement of two performance goals during two performance periods. The performance goals under the Program are based on (i) the Company’s compounded annual growth rate in EPS during a two-year performance period (the “Initial Period”) and (ii) the Company’s cumulative total shareholder return (“rTSR”) relative to its peer group during a performance period from the first day of the performance period (typically January 1 of the year awarded) to the last day of the third year of the performance period (typically December 31). The PSAs will only be eligible to vest following the expiration of the three-year performance period. Actual shares vested will be subject to both continued employment by the Company (barring certain exceptions allowing for partial performance periods) and actual financial measures achieved. The final number of shares of common stock that will be issued to each participant at the end of the applicable performance period will be determined by multiplying the award by the product of two percentages : the first based on the Company’s EPS performance and the second based on the Company’s rTSR performance, subject to a minimum and maximum performance level. As of December 31, 2021 , shares granted during 2019 , 20 20 , and 202 1 are within year three , two , and one of the performance period, respectively, and therefore have not fully vested. A total of 63,258 shares granted in 201 8 vested during 202 1 after meeting the performance goals As of December 31, 2021 , a total of 85,540 shares granted in 2019 and 202 0 are expected to vest in the future b ased on estimated financial measures achieved in the Initial Period and rTSR performances . A summary of the Company’s PSAs is presented below. Number of Shares Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested PSAs at January 1, 2019 169,486 $ 45.15 Granted 85,928 $ 62.07 Vested (107,000 ) $ 37.21 Cancelled — $ — Non-vested PSAs at December 31, 2019 148,414 $ 60.67 Granted 87,314 $ 51.44 Vested (88,038 ) $ 38.81 Cancelled (5,569 ) $ 69.66 Non-vested PSAs at December 31, 2020 142,121 $ 68.19 Granted 54,216 $ 85.03 Vested (63,258 ) $ 65.05 Cancelled — $ — Non-vested PSAs at December 31, 2021 133,079 $ 76.54 $ 13,647,251 PSAs expected to vest in the future 85,540 $ 73.38 $ 8,772,127 The aggregate intrinsic value in the preceding table is based on the Company’s closing stock price of $102.55 per share as of December 31, 2021. The fair value of the awards is estimated on the grant date using a Monte Carlo simulation model due to the market condition for the rTSR component. The fair value assumptions using the Monte Carlo simulation model for awards granted in 2021, 2020, and 2019 were: 2021 2020 2019 Dividend Yield 0.6 % 1.0 % 0.7 % Historical Volatility 40.9 % 35.7 % 29.3 % Risk-Free Rate of Returns 0.3 % 0.4 % 2.4 % |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | NOTE 16 – BUSINESS COMBINATIONS On January 31, 2020, the Company acquired all of the membership interests in Incentive Technology Group, LLC (“ITG”), a Virginia limited liability company, for $251.3 million in cash after working capital adjustments. The acquisition expanded the Company’s IT modernization service offerings to the federal government clients. Headquartered in Arlington, Virginia, ITG was an information technology consulting firm that provided cloud-based platform services to the federal government. The pro-forma impact of the acquisition is not material to our results of operations. In addition to working capital acquired of $15.7 million, the Company recognized the fair values of the assets acquired and liabilities assumed and allocated $188.3 million to goodwill and $47.3 million to intangible assets. Goodwill primarily reflects the value of providing an established platform to leverage the Company’s existing digital interactive technologies and domain expertise and synergies expected to arise from providing end-to-end customer solutions to a combined client-base across all channels, as well as any intangible assets that do not qualify for separate recognition. The intangible assets consist of customer relationships with fair value of $46.4 million and branding with fair value of $0.9 million. The intangible assets are amortized on a straight-line basis over approximately 7 years and 1 year, respectively. The ITG acquisition was treated as a deemed asset purchase for income tax purposes; therefore, goodwill and amortization of other intangibles created via this acquisition will be amortized for income tax purposes over 15 years. On December 31, 2020, the Company completed the acquisition of Eco-Tech Consultants, Inc. (“Eco-Tech”), an ecological consulting firm located in Louisville, Kentucky, for a cash purchase price of $0.2 million. Eco-Tech provides a range of ecological services and is expected to increase the Company’s capacity to support a growing portfolio of transportation agency clients and commercial clients in the eastern United States. The pro-forma impact of the acquisition is not material to our results of operations. On November 1, 2021, the Company completed the acquisition of ESAC, one of the leading specialized providers of advanced health analytics, research data management and bioinformatics solutions to U.S. federal health agencies, for a cash purchase price of approximately $17.3 million, subject to working capital adjustments. In addition to working capital acquired of $2.7 million, the Company recognized fair value of the assets acquired and liabilities assumed and allocated, on a preliminary basis using the best available information, $11.2 million to goodwill and $3.4 million to intangible assets. Intangible assets included $3.1 million related to customer relationships and $0.3 million related to technology and other intangibles, and are amortized over 3 years and less than 1 year, respectively. The Company expects to complete the purchase price allocation within one year from the acquisition date as it finalizes the determination of working capital. The pro-forma impact of the acquisition is not material to our results of operations. On December 31, 2021, the Company acquired Creative Systems, a premier provider of IT modernization and digital transformation solutions to federal agencies, for a cash purchase price of approximately $159.5 million, subject to working capital adjustments. In addition to working capital acquired of $4.5 million, the Company recognized fair value of the assets acquired and liabilities assumed and allocated $126.1 million to goodwill and $28.9 million to intangible assets. Intangible assets consist of $24.5 million in customer relationships, $3.7 million related to developed technology, $0.6 million related to trade names and trademarks, and $0.1 million related to non-compete agreements. The customer-related and technology related intangibles will be amortized straight-line over the next 4 years and 10 years, respectively, while trade names and trademarks and non-compete agreements will be amortized in less than one year from the acquisition date. Goodwill is reflective of the existing workforce at Creative Systems and the expected synergies created with the Company as a result of the acquisition. The allocation of the total purchase price to the tangible and intangible assets and liabilities of Creative Systems was based on management’s preliminary estimate of fair value, based on the best available information, as the acquisition was finalized during the first quarter of the 2022 fiscal year. The Company expects to complete the purchase accounting during the 2022 fiscal year as it finalizes the determination of both working capital as well as its estimates of future cash flows underlying the valuation of customer-related intangible assets. The pro-forma impact of the acquisition is not material to our results of operations. A prior acquisition’s purchase agreement included additional consideration in the form of two warranty and indemnity hold back payments, one for approximately $1.9 million, which was released in the second quarter of 2020, and the other for approximately $1.2 million scheduled to be released in the fourth quarter of 2022 and included as part of accrued expenses and other current liabilities on the Company’s consolidated balance sheets (see Note 9—Accrued Expenses and Other Current Liabilities.) The two warranty and indemnity liabilities were recorded at their fair value at the date of the acquisition discounting the liabilities at 3.0% and 3.25%, respectively. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 17 - EARNINGS PER SHARE EPS is computed by dividing reported net income by the weighted-average number of shares outstanding. Diluted EPS considers the potential dilution that could occur if common stock equivalents of stock options, RSUs, and PSAs were exercised or converted into stock. PSAs are included in the computation of diluted shares only to the extent that the underlying performance conditions (i) are satisfied as of the end of the reporting period or (ii) would be considered satisfied if the end of the reporting period were the end of the related performance period and the result would be dilutive under the treasury stock method. For the years ended December 31, 2021, 2020, and 2019, there were 8,405 weighted-average shares, 1,879 weighted-average shares, and 2,822 weighted-average shares, respectively, excluded from the calculation of EPS because they were anti-dilutive. The anti-dilutive shares were primarily RSUs. The dilutive effect of stock options, RSUs, and performance shares for each period reported is summarized below: 2021 2020 2019 Basic weighted-average shares outstanding 18,868 18,841 18,816 Effect of potential exercise of stock options, RSUs, and PSAs 256 294 408 Diluted weighted-average shares outstanding 19,124 19,135 19,224 |
Share Repurchase Program
Share Repurchase Program | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Share Repurchase Program | NOTE 18 - SHARE REPURCHASE PROGRAM In September 2017, the Company’s board of directors approved a share repurchase program that allows for share repurchases in the aggregate up to $100.0 million under approved share repurchase plans pursuant to Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934. In November 2021, the board amended and increased the limit under the previous authorization of $100.0 million to $200.0 million. The Credit Facility permits share repurchases, provided the Company’s Leverage Ratio, prior to and after giving effect to such repurchases, is not greater than 3.50 to 1.00. Purchases under this program may be made from time to time at prevailing market prices in open market purchases or in privately negotiated transactions pursuant to Rule 10b-18 under the Exchange Act and in accordance with applicable insider trading and other securities laws and regulations. The purchases are funded from existing cash balances and/or borrowings, and the repurchased shares are held in treasury and used for general corporate purposes. The timing and extent to which the Company repurchases its shares will depend on market conditions and other corporate considerations at the Company’s sole discretion. In the fourth quarter of fiscal 2020, the board approved an updated Rule 10b5-1 plan element of the share repurchase program to repurchase shares starting on January 11, 2021 and ending no later than June 30, 2021. Under this approved plan, the Company repurchased 173,000 shares at an average price of $85.21 between January 11, 2021 and April 14, 2021 when the plan’s limit was reached. During the fourth quarter of 2021, the board approved an updated Rule 10b5-1 plan element of the share repurchase program to repurchase a maximum of 165,000 shares, or a total of $20.0 million, under the current program starting on December 20, 2021 and ending no later than June 30, 2022. Under this approved plan, the Company repurchased 24,800 shares between December 20, 2021 and December 31, 2021 at an average price of $100.85 per share. For the year ended December 31, 2021, the Company repurchased a combined 197,800 shares at an average price of $87.17 per share or a total cost of $17.2 million under this program. As of December 31, 2021, approximately $128.8 million remained available under the share repurchase plan. |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value | NOTE 19 - FAIR VALUE The Company measures and reports certain financial assets and liabilities at fair value in accordance with Accounting Standard Codification, Fair Value Measurements and Disclosures (“ASC 820”). Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. Generally, fair value is based on observable quoted market prices or derived from observable market data when such market prices or data are available. ASC 820 establishes a three-level hierarchy used to estimate fair value by which each level is categorized based on the priority of the inputs used to measure fair value: • Level 1: Quoted prices that are available in active markets for identical assets or liabilities; • Level 2: Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g. interest rates and yield curves that are observable at commonly quoted intervals, and implied volatilities); and inputs derived principally from or corroborated by observable market data by correlation or other means; and • Level 3: Uses inputs that are unobservable and require the Company to make certain assumptions and require significant estimation and judgment from management to use in pricing the fair value of the assets and liabilities. Certain financial instruments, including cash and cash equivalents, contract receivables, and accounts payable are carried at cost, which, due to their short maturities, approximates their fair values at December 31, 2021 and 2020. The carrying value of other long-term liabilities related to capital expenditure obligations approximates their fair value at December 31, 2021 and 2020 based on the current rates offered to the Company for similar instruments with comparable maturities (Level 2). The Company believes the carrying value of its Credit Facility at December 31, 2021 and 2020 approximates the estimated fair value for debt with similar terms, interest rates, and remaining maturities currently available to companies with similar credit ratings (Level 2). The Company applies the provisions of ASC 820 to its assets and liabilities that are required to be measured at fair value pursuant to other accounting standards, including assets and liabilities resulting from the Company’s nonqualified deferred compensation plan, interest rate swap agreement (see Note 12 – Derivative Instruments and Hedging Activities), and foreign currency forward contract agreements not eligible for hedge accounting. Financial instruments measured at fair value on a recurring basis and their location within the accompanying consolidated financial statements are as follows: December 31, 2021 (in thousands) Level 1 Level 2 Level 3 Total Location on Balance Sheet Assets: Forward contract agreements $ — $ 267 $ — $ 267 Prepaid expenses and other Deferred compensation investments in cash surrender life insurance — 20,159 — 20,159 Other assets Total $ — $ 20,426 $ — $ 20,426 Liabilities: Deferred compensation plan liabilities $ — $ 20,129 $ — $ 20,129 Other long-term liabilities Interest rate swaps - current portion — 3,026 — 3,026 Accrued expenses and other current liabilities Interest rate swaps - long-term portion — 888 — 888 Other long-term liabilities Total $ — $ 24,043 $ — $ 24,043 December 31, 2020 (in thousands) Level 1 Level 2 Level 3 Total Location on Balance Sheet Assets: Forward contract agreements $ — $ 103 $ — $ 103 Prepaid expenses and other Deferred compensation investments in cash surrender life insurance — 16,796 — 16,796 Other assets Total $ — $ 16,899 $ — $ 16,899 Liabilities: Deferred compensation plan liabilities $ — $ 17,276 $ — $ 17,276 Other long-term liabilities Interest rate swaps - current portion — 3,693 — 3,693 Accrued expenses and other current liabilities Interest rate swaps - long-term portion — 7,234 — 7,234 Long-term Liabilities: Other Total $ — $ 28,203 $ — $ 28,203 |
Commitment and Contingencies
Commitment and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitment and Contingencies | NOTE 20 – COMMITMENT AND CONTINGENCIES Litigation and Claims The Company is involved in various legal matters and proceedings arising in the ordinary course of business. While these matters and proceedings cause it to incur costs, including, but not limited to, attorneys’ fees, the Company currently believes that any ultimate liability arising out of these matters and proceedings will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows. Road Home Contract On June 10, 2016, the Office of Community Development (the “OCD”) of the State of Louisiana filed a written administrative demand with the Louisiana Commissioner of Administration against ICF Emergency Management Services, L.L.C. (“ICF Emergency”), a subsidiary of the Company, in connection with ICF Emergency’s administration of the Road Home Program (the “Program”). The Program contract was a three-year The Program was primarily intended to help homeowners and landlords of small rental properties affected by Hurricanes Rita and Katrina. In its administrative demand, the OCD sought approximately $200.8 million in alleged overpayments to Program grant recipients. The State separately supplemented the amount of recovery it is seeking to total approximately $220.2 million. The State of Louisiana, through the Division of Administration, also filed suit in Louisiana state court on June 10, 2016 broadly alleging, and seeking recoupment for, the same claim made in the administrative proceeding submission before the Louisiana Commissioner of Administration. On September 21, 2016, the Commissioner of the Division of Administration notified OCD and the Company of his decision to defer jurisdiction of the administrative demand filed by the OCD. In so doing, the Commissioner declined to reach a decision on the merits, stated that his deferral would not be deemed to grant or deny any portion of the OCD’s claim, and authorized the parties to proceed on the matter in the previously filed judicial proceeding. The Company continues to believe that this claim has no merit, intends to vigorously defend its position, and has therefore not recorded a liability as of December 31, 2021. Executive Chair Retirement On November 15, 2020, Sudhakar Kesavan (the “Executive Chair”) gave notice of his retirement as Executive Chair, a member of the Board of Directors of the Company, and an officer and director of the Company’s subsidiaries and affiliated entities, in each case effective as of December 31, 2020. In connection with his retirement, the Executive Chair was entitled to receive, upon his departure, compensation such as immediate vesting of outstanding RSUs and other benefits as provided in his employment agreement (the “Employment Agreement”) for a termination of employment on the basis of “good reason.” As of December 31, 2021, there were PSAs totaling 16,989 and 17,287 shares remaining which were originally granted during 2019 and 2020, respectively, that are to be satisfied through the normal course of the PSA equity award plan subsequent to the retirement date, and subject to adjustments from EPS and rTSR performances, see Note 15 “Accounting for Stock-Based Compensation.” |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Employee Benefit Plans | NOTE 21 - EMPLOYEE BENEFIT PLANS Retirement Savings Plan Effective June 30, 1999, the Company established the ICF Consulting Group Retirement Savings Plan (the “Retirement Savings Plan”). The Retirement Savings Plan is a defined contribution profit sharing plan with a cash or deferred arrangement under Section 401(k) of the Internal Revenue Code. Participants in the Retirement Savings Plan are able to elect to defer up to 70% of their compensation, subject to statutory limitations, and are entitled to receive 100% employer matching contributions for the first 3% and 50% for the next 2% of their compensation. Contribution expense related to the Retirement Savings Plan for the years ended December 31, 2021, 2020, and 2019 was approximately $19.0 million, $18.1 million, and $17.3 million, respectively. Deferred Compensation Plan Certain key employees of the Company are eligible to defer a specified percentage of their cash compensation by having it contributed to a nonqualified deferred compensation plan. Eligible employees may elect to defer up to 80% of their base salary and up to 100% of performance bonuses, reduced by any amounts withheld for the payment of taxes or other deductions required by law. Participants are at all times 100% vested in their account balances. The Company funds its deferred compensation liabilities by making cash contributions to a Rabbi Trust at the time the salary or bonus being deferred would otherwise be payable to the employee. The liability to plan participants is materially funded at all times and the plan does not have a material net impact on the Company’s results of operations. Employee Stock Purchase Plan The Company has a 2006 Employee Stock Purchase Plan (“ESPP”) under which one million shares have been authorized for issuance. The ESPP allows eligible employees to purchase shares of the Company’s common stock through payroll deductions up to $25,000 per calendar year over six-month offering periods at a discount not to exceed 5% of the market value on the date of each purchase period, and therefore the Company does not recognize compensation expense related to the ESPP. For the years ended December 31, 2021 and 2020, employees purchased a total of 27,310 and 31,744 shares at an average purchase price of $90.19 and $64.77, respectively. At December 31, 2021 and 2020, there were 619,816 and 647,126 shares remaining available for future issuance. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 22 - SUBSEQUENT EVENTS Dividend On February 23, 2022, the Company’s board of directors approved a $0.14 per share cash dividend. The dividend will be paid on April 13, 2022 to shareholders of record as of the close of business on March 25, 2022. |
Supplemental Information
Supplemental Information | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Text Block Supplement [Abstract] | |
Supplemental Information | NOTE 23 - SUPPLEMENTAL INFORMATION Valuation and Qualifying Accounts Allowance for Doubtful Accounts 2021 2020 2019 Balance at beginning of period $ 7,616 $ 3,506 $ 5,284 Provision for credit losses 10,912 4,062 624 Write-offs, net of recoveries (10,723 ) (41 ) (2,403 ) Effect of foreign currency translation (64 ) 89 1 Balance at end of period $ 7,741 $ 7,616 $ 3,506 Income Tax Valuation Allowance 2021 2020 2019 Balance at beginning of period $ 6,839 $ 5,374 $ 5,112 Provision for income taxes - valuation allowance 209 1,465 262 Balance at end of period $ 7,048 $ 6,839 $ 5,374 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements include the accounts of ICF International, Inc. (“ICFI”) and its principal subsidiary, ICF Consulting Group, Inc. (“Consulting,” and together with ICFI, “the Company”), and have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”). Consulting is a wholly owned subsidiary of ICFI. ICFI is a holding company with no operations or assets other than its investment in the common stock of Consulting. All other subsidiaries of the Company are wholly owned by Consulting. All significant intercompany transactions and balances have been eliminated. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Areas of the consolidated financial statements where estimates may have the most significant effect include contractual and regulatory reserves, valuation and lives of tangible and intangible assets, contingent consideration related to business acquisitions, impairment of goodwill and long-lived assets, accrued liabilities, revenue recognition and costs to complete fixed-price contracts, bonus and other incentive compensation, stock-based compensation, reserves for tax benefits and valuation allowances on deferred tax assets, provisions for income taxes, collectability of receivables, and loss accruals for litigation. Actual results experienced by the Company may differ from management's estimates. |
Revenue Recognition | Revenue Recognition The Company primarily provides services and technology-based solutions for clients that operate in a variety of markets and the solutions may span the entire program life cycle, from initial research and analysis to the design and implementation of solutions. The Company enters into agreements with clients that create enforceable rights and obligations and for which it is probable that the Company will collect the consideration to which it will be entitled as services and solutions are transferred to the client. Except in certain narrowly defined situations, the Company’s agreements with its clients are written and revenue is generally not recognized on oral or implied arrangements. The Company recognizes revenue based on the consideration specified in the applicable agreement and excludes from revenue amounts collected on behalf of third parties. Accordingly, sales and similar taxes which are collected on behalf of third parties are excluded from the transaction price. The Company evaluates whether two or more agreements should be accounted for as one single contract and whether combined or single agreements should be accounted for as more than one performance obligation. For most contracts, the client requires the Company to perform a number of tasks in providing an integrated output for which the client has contracted, and, hence, contracts of this type are tracked as having only one performance obligation since a substantial part of the Company’s promise is to ensure the individual tasks are incorporated into a combined output in accordance with contract requirements. When contracts are separated into multiple performance obligations, the Company allocates the total transaction price to each performance obligation based on the estimated relative standalone selling prices of the promised services underlying each performance obligation. The Company generally provides customized solutions in which the pricing is based on specific negotiations with each client, and, in these cases, the Company uses a cost-plus margin approach to estimate the standalone selling price of each performance obligation. It is common for the Company’s long-term contracts to contain award fees, incentive fees or other provisions that can either increase or decrease the transaction price. These variable amounts are generally awarded at the completion of a contractually stipulated performance assessment period based on the achievement of performance metrics, program milestones or cost targets, and the amount awarded may be subject to client discretion. Variable consideration is estimated based on the most likely amount. Once the Company selects a method to estimate variable consideration, it applies that method consistently. Estimates of variable consideration will be constrained only to the extent that it is probable that significant reversal in the amount of cumulative revenue recognized will not occur. The Company evaluates contractual arrangements to determine whether revenue should be recognized on a gross versus net basis. The Company’s assessment is based on the nature of the promise to the client. In most cases, the Company itself agrees to provide specified services to the client as a principal and revenue is recognized on a gross basis. In certain instances, the Company acts as an agent and merely arranges for another party to provide services to the client and revenue is recognized on a net basis in reflection of the fact that the Company does not control the goods or services provided to the client by the other party. Long-term contracts typically contain billing terms that provide for invoicing monthly or upon completion of milestones, and payment on a net 30-day basis. Exceptions to monthly billing terms are to ensure that the Company performs satisfactorily rather than representing a significant financing component. For cost-based contracts the Company’s performance is evaluated during a contractually stipulated performance period and, while contract costs may be billed on a monthly basis, the Company is generally permitted to bill for incentive or award fees only after the completion of the performance assessment period, which may occur quarterly, semi-annually or annually, and after the client completes the performance assessment. Fixed-price contracts may provide for milestone billings based on the attainment of specific project objectives rather than for billing on a monthly basis. Moreover, contracts may require retentions or hold backs that are paid at the end of the contract to ensure that the Company performs in accordance with requirements. The Company does not assess whether a contract contains a significant financing component if the Company expects, at contract inception, that the period between payment by the client and the transfer of promised services to the client will be one year or less. As a service provider, the Company generally recognizes revenue over time as control is transferred to a client, based on the extent of progress towards satisfaction of the performance obligation. The selection of the method used to measure progress requires judgment and is dependent, among other factors, on the contract type selected by the client during contract negotiation and the nature of the services and solutions to be provided. When a performance obligation is billed using a time-and-materials contract type, the Company uses the right to invoice practical expedient output progress measure to estimate revenue earned based on hours worked in contract performance at negotiated billing rates. Fixed-price level-of-effort contracts are substantially similar to time-and-materials contracts except that the Company is required to deliver a specified level of effort over a stated period of time. For these contracts, the Company estimates revenue earned using contract hours worked at negotiated bill rates as the Company delivers the contractually required workforce. For cost-based contracts, the Company recognizes revenue based on contract costs incurred, as the Company becomes contractually entitled to reimbursement of the contract costs, plus a most likely estimate of award or incentive fees earned on those costs even though final determination of fees earned occurs after the contractually-stipulated performance assessment period ends. For performance obligations requiring the delivery of a service for a fixed price, the Company uses the ratio of actual costs incurred to total estimated costs, provided that costs incurred (an input method) represents a reasonable measure of progress towards the satisfaction of a performance obligation, in order to estimate the portion of total revenue earned. This method provides a faithful depiction of the transfer of value to the client when the Company is satisfying a performance obligation that entails integration of tasks for a combined output , which requires the Company to coordinate the work of employees, subcontractors and delivery of other contract costs. Contract costs that are not reflective of the Company’s progress to ward satisfying a performance obligation are not included in the calculation of the measure of progress. When this method is used, changes in estimated costs to complete these obligations result in adjustments to revenue on a cumulative catch-up basis, which causes the effect of revised estimates for prior periods to be recognized in the current period. Changes in these estimates can routinely occur over contract performance for a variety of reasons, which include: changes in contract scope; changes in contract cost estimates due to unanticipated cost growth or reassessments of risks impacting costs; changes in estimated incentive or award fees; or performing better or worse than previously estimated. In some fixed price service contracts, the Company performs services of a recurring nature, such as maintenance and other services of a “stand ready” nature. For these contracts, the Company has the right to consideration in an amount that corresponds directly with the value that the client has received. Therefore, the Company records revenue on a time elapsed basis to reflect the transfer of control to the client throughout the contract. Contracts are often modified to reflect changes in contract specifications and requirements, and these changes may create new enforceable rights and obligations. Most modifications are for services that are not distinct from the existing agreement due to the significant integration service that the Company provides. Therefore, most modifications are accounted for as part of an existing performance obligation. The effect of these modifications on transaction price, and the Company’s measure of progress in fulfilling the performance obligation to which they relate, may be recognized as an adjustment to revenue on a cumulative catch-up basis. Revenue from modifications that create new, distinct performance obligations is recognized based on the Company’s progress in fulfilling the requirements of the new obligation. For contracts in which the estimated cost to perform exceeds the consideration to be received, the Company accrues for the entire estimated loss during the period in which the loss is determined by recording additional direct costs. For performance obligations that are satisfied over time, the Company recognizes the cost to fulfill contracts as incurred, unless the costs are within the scope of another topic in which case the guidance of that topic is applied. The Company evaluates incremental costs of obtaining a contract and, if they are recoverable from the client and relate to a specific future contract, they are deferred and recognized over contract performance or the estimated life of the customer relationship if renewals are expected. The Company expenses these costs when incurred if the amortization period is one year or less. Unfulfilled performance obligations represent amounts expected to be earned on contracts and do not include the value of negotiated, unexercised contract options, which are classified as marketing offers. Indefinite delivery/indefinite quantity and similar arrangements provide a framework for the client to issue specific tasks, delivery or purchase orders in the future and these arrangements are considered marketing offers until a specific order is executed. Revenue recognition entails the use of significant judgment, including, but not limited to, the following: evaluating agreements in terms of the number and nature of performance obligations; determining the appropriate method for measuring progress to satisfaction of obligations; determining if the Company is acting as a principal or an agent, and preparing estimates in terms of the amount of progress that the Company has made. For many fixed-price contracts, in particular, the Company estimates the proportion of total revenue earned using the ratio of contract costs incurred to total estimated contract costs, which requires the Company to prepare and, as necessary, revise estimates, as work progresses, of the total contract costs required to satisfy each respective performance obligation. Moreover, some of the Company’s contracts include variable consideration, which requires the Company to estimate and, as necessary, revise the most likely amounts that will be earned over the respective performance assessment periods. For these obligations, changes in estimates result in cumulative catch-up adjustments and may have a significant impact on earnings during a given period. The Company’s operating cycle for long-term contracts may be greater than one year and is measured by the average time intervening between the inception and the completion of those contracts . Contract-related assets and liabilities are classified as current assets and current liabilities. Significant balance sheet accounts related to the revenue recognition cycle are as follows: Contract receivables, net – This account includes amounts billed and due from clients under contract terms. The amounts due are stated at their net realizable value. The Company maintains an allowance for doubtful accounts to provide for the estimated amount of receivables that will not be collected. The Company considers a number of factors in its estimate of the allowance, including knowledge of a client’s financial condition, its historical collection experience, and other factors relevant to assessing the collectability of the receivables. The Company writes off specific contract receivables when such amounts are determined to be uncollectible. Contract assets – This account includes unbilled amounts typically resulting from revenue recognized on long-term contracts when the amount of revenue recognized exceeds the amounts billed. It also includes contract retainages until the Company has met the contract-stipulated requirements for payment. Contract assets are reported in a net position on a contract by contract basis each period even though individual contracts may contain multiple performance obligations. On a contract by contract basis, amounts do not exceed their net realizable value. Contract liabilities – This account consists of advance payments received and billings in excess of revenue recognized on long-term contracts. Contact liabilities are reported in a net position on a contract by contract basis each period even though individual contracts may contain multiple performance obligations. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers cash on deposit and all highly liquid investments with original maturities of three months or less when purchased to be cash and cash equivalents. |
Restricted Cash | Restricted Cash The Company has restricted cash representing amounts held in escrow accounts and/or not readily available due to contractual restrictions. |
Property and Equipment | Property and Equipment Property and equipment are carried at cost and are depreciated using the straight-line method over their estimated useful lives, which range from two to seven years. Leasehold improvements are amortized on a straight-line basis over the shorter of the economic life of the improvement or the related lease term. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The purchase price of an acquired business is allocated to the tangible assets and separately identifiable intangible assets acquired, less liabilities assumed, based on their respective fair values, with the excess recorded as goodwill. Goodwill represents the excess of costs over the fair value of net assets of businesses acquired. Goodwill and intangible assets acquired in a business combination and determined to have an indefinite useful life are not amortized, but instead are reviewed for impairment annually, or more frequently if impairment indicators arise. Intangible assets with estimable useful lives are amortized over such lives and reviewed for impairment if impairment indicators arise. The Company performs its annual goodwill impairment test as of October 1 of each year. The Company’s qualitative analysis as of October 1, 2021 included macroeconomic, industry and market specific considerations, financial performance indicators and measurements, and other factors. Based on this qualitative assessment, the Company determined that it is more likely than not that the fair value of its reporting unit exceeded its carrying amount, and thus any additional quantitative impairment test was not required to be performed. Therefore, based on management’s review, a goodwill impairment loss was not required for 2021. Historically, the Company has not recorded any goodwill impairment losses. |
Long-Lived Assets | Long-Lived Assets The Company reviews its long-lived assets, including property and equipment, operating lease right-of-use (“ROU”) assets, and amortizable intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be fully recoverable. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the long-lived asset being evaluated, a loss is recognized for any excess of the carrying amount over the fair value of the asset. The Company recognized impairment expense, included in indirect and selling expenses, of $7.9 million and $3.1 million during the year ended December 31, 2021 and 2020, respectively, related to operating lease right-of-use assets, and $1.7 million during the year ended December 31, 2019 related to intangible assets associated with a historical business acquisition. |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets and operating lease liabilities (current and non-current) on the consolidated balance sheets. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments as of the commencement date. Since most lease agreements do not provide an implicit rate, the Company uses its incremental borrowing rate as of the commencement date in estimating the present value of future payments. The operating lease right-of-use asset is based on the present value of future lease payments and excludes impacts from lease incentives and initial costs incurred to obtain the lease. At the lease commencement date, the Company estimates its collateralized incremental borrowing rate based on publicly available yields adjusted for The Company uses leases to obtain use of a variety of different resources, including those for the use of facilities or equipment. These agreements may contain both lease and non-lease components, which are generally accounted for separately. For office equipment leases (primarily copier leases), the Company elected to account for the lease and non-lease components as a single lease component and not recognize right-of-use assets and lease liabilities for leases with a term not greater than twelve months. |
Capitalized Software | Capitalized Software The Company capitalizes certain costs to develop enhancements and upgrades to internal-use software that are incurred subsequent to the preliminary project stage. Amortization expense is recorded on a straight-line basis over the expected economic life of the software or the service contract, typically lasting three to five years. |
Stock-based Compensation | Stock-based Compensation The Company recognizes stock-based compensation expense related to share-based payments to employees, including grants of employee stock options, restricted stock awards, restricted stock units (“RSUs”), and cash-settled restricted stock units (“CSRSUs”) on a straight-line basis over the requisite service period, which is generally the vesting period. The Company recognizes expense for performance-based share awards (“PSAs”), which have both performance requirements and vesting conditions, on a straight-line basis over the three-year Stock-based compensation expense is based on the estimated fair value of the instruments on award and the estimated number of shares the Company ultimately expects will vest. The Company estimates the rate of future forfeitures based on factors which include the historical forfeiture experience for each applicable employee class under the assumption that the rate of future forfeitures will be similar to that experienced in the past. In addition, the estimation of PSAs that will ultimately vest requires judgment based on the performance and market conditions that will be achieved over the performance period. Changes to these estimates are recorded as a cumulative adjustment in the period estimates are revised. The fair value of stock options, restricted stock awards, RSUs, PSAs, and non-employee director awards is estimated based on the fair value of a share of common stock at the grant date. The Company has elected to use the Black-Scholes-Merton option pricing model to determine the fair value of stock options. The fair value of PSAs is estimated using a Monte Carlo simulation model. CSRSUs are settled only in cash payments. The cash payment is based on the fair value of the Company’s stock price at the vesting date, calculated by multiplying the number of CSRSUs vested by the Company’s closing stock price on the vesting date, subject to a maximum payment cap and a minimum payment floor. The Company treats these awards as liability-classified awards, and, therefore, accounts for them at fair value estimated based on the closing price of the Company’s stock at the reporting date. |
Derivative Instruments | Derivative Instruments Derivative instruments designated as cash flow hedges are recorded on the consolidated balance sheets at fair value as of the reporting date, and the effective portion of the hedge is recorded in other comprehensive income (loss), net of tax, on the consolidated statements of comprehensive income and reclassified to earnings in the period that the hedged instruments affect earnings. Management reviews the effectiveness of the hedges on a quarterly basis. |
Income Taxes | Income Taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The Company evaluates its ability to benefit from all deferred tax assets and establishes valuation allowances for amounts it believes will more likely than not be unrealizable. For uncertain tax positions, the Company uses a more-likely-than-not recognition threshold based on the technical merits of the income tax position taken. Income tax positions that meet the more-likely-than-not recognition threshold are measured in order to determine the tax benefit recognized in the financial statements. probable and reasonably estimable, and interest expense related to uncertain tax positions are not recognized as a component of income tax expense but recorded separately in indirect expenses and interest expense, respectively. |
Treasury Shares | Treasury Shares Treasury shares are accounted for under the cost method. |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Other comprehensive income (loss) represents foreign currency translation adjustments arising from the use of differing exchange rates from period to period, the gain on the sale of an interest rate hedge agreement designated as a cash flow hedge, and the changes in fair value of interest rate agreements designated as cash flow hedges, net of taxes. The financial positions and results of operations of the Company’s foreign subsidiaries are based on the local currency as the functional currency and are translated to U.S. dollars for financial reporting purposes. Assets and liabilities of the subsidiaries are translated at the exchange rate in effect at each balance sheet date. Income statement accounts are translated at the average rate of exchange prevailing during the period. Translation adjustments are reported in accumulated other comprehensive loss included in stockholders’ equity in the Company’s consolidated balance sheets. |
Acquisition-Related Costs | Acquisition-Related Costs Costs related to successful and unsuccessful acquisitions include professional fees for legal, financial, and other advisory services and are expensed in the period that they are incurred. |
Segment, Customer and Geographic Information | Segment, Customer and Geographic Information The Company operates in one segment based on the consolidated information used by its chief operating decision maker in evaluating the financial performance of its business and allocating resources. This single segment represents the Company’s core business, which is providing professional services for government and commercial clients. Although the Company disaggregates its revenue by client market areas and type, the Company does not manage its business or allocate resources based on client market or type. Approximately $735.0 million, $667.0 million, and $561.0 million of the Company’s revenue for the years 2021, 2020, and 2019, respectively, was derived under prime contracts and subcontracts with agencies and departments of the federal government representing 47%, 44%, and 38% of total revenue, respectively. No other customer accounted for 10% or more of the Company’s revenue during the years ended 2021, 2020, and 2019. The Company’s international operations provide services to both commercial and international government clients. Revenue is attributed to a particular geographic area based on the administrative location of the client that awarded the contract. The Company’s revenue generated from international clients (both government and commercial) as a percentage of total revenue was approximately 11%, 13%, and 8% for the years 2021, 2020, and 2019, respectively. At December 31, 2021 and 2020, long-lived assets held internationally were 15% and 15% of total long-lived assets, respectively. |
Risk and Uncertainties | Risks and Uncertainties Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and contract receivables. The Company’s domestic bank accounts are insured up to $250,000 by the Federal Deposit Insurance Corporation. As of December 31, 2021, the Company had $2.0 million in its accounts that exceeded the insured limit. The majority of the Company’s cash transactions are processed through one U.S. commercial bank. Cash held domestically in excess of daily requirements is used to reduce any amounts outstanding under the Company’s Credit Facility. As of December 31, 2021 and 2020, the Company held approximately $20.1 million and $81.5 million, respectively, of cash and restricted cash in foreign bank accounts (not including outstanding deposits and checks). To date, the Company has not incurred losses related to cash and cash equivalents. The Company’s receivables consist principally of amounts due from agencies and departments of the federal government, state and local governments, and international governments, as well as from commercial organizations. T he respect to federal and other government clients, is limited due to the creditworthiness of the respective governmental entity. Amounts due for work performed as a subcontractor to a commercial organization also represent limited credit risk when the commercial client is performing as the prime contractor on a government contract due to the ultimate creditworthiness of the end client. The Company has historically been, and continues to be, heavily dependent on contracts with the federal government which are subject to audit by agencies and departments of the federal government. Such audits determine, among other things, whether an adjustment to invoices previously rendered are required under regulations as well as the underlying terms of each respective contract. Management does not expect significant adjustments as a result of government audits that will adversely affect the Company’s financial position and results of operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recent Accounting Pronouncements Adopted Business Combinations In October 2021, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU) 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Prior to ASU 2021-08, contract assets and contract liabilities of an acquired business were measured at fair value by the acquiring company in accordance with Topic 805. Under ASU 2021-08, the Company is required to recognize and measure contract assets and contract liabilities acquired in a business combination by applying ASC 606, Revenue from Contracts with Customers to the contracts as if it had originated the contracts. The Company adopted ASU 2021-08 in the fourth quarter of 2021 and applied the amendments to contract assets and contract liabilities from the acquisitions of ESAC and Creative Systems and Consulting (“Creative Systems”) which were completed during the 2021 fiscal year. The adoption of ASU 2021-08 did not have a material impact on the consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted Reference Rate Reform In March 2020, FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The standard is intended to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The provisions of this ASU are elective and apply to all entities, subject to meeting certain criteria, that have debt or hedging contracts, among other contracts, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The Company can elect to not apply certain modification accounting requirements to contracts affected by reference rate reform, if certain criteria are met. Also, the Company can elect various optional expedients that would allow it to continue to apply hedge accounting for hedging relationships affected by reference rate reform, if certain criteria are met. This guidance was effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is currently evaluating the impact of the transition from LIBOR to alternative reference interest rates but does not expect a significant impact to its operating results, financial position, or cash flows. |
Restricted Cash (Tables)
Restricted Cash (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Restricted Cash And Cash Equivalents Current [Abstract] | |
Reconciliation of Cash and Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash and cash equivalents, and restricted cash reported within the consolidated balance sheets at December 31, 2021 and 2020 to the total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows for the years ended December 31, 2021, 2020, and 2019: 2021 2020 2019 Beginning Ending Beginning Ending Beginning Ending Cash and cash equivalents $ 13,841 $ 8,254 $ 6,482 $ 13,841 $ 11,694 $ 6,482 Restricted cash - current 68,146 12,179 — 68,146 — — Restricted cash - non-current — — — — 1,292 — Total cash, cash equivalents, and restricted cash shown in the consolidated statement of cash flows $ 81,987 $ 20,433 $ 6,482 $ 81,987 $ 12,986 $ 6,482 |
Contract Receivables (Tables)
Contract Receivables (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Summary of Contract Receivables | Contract receivables consisted of the following as of December 31: 2021 2020 Billed receivables $ 245,425 $ 230,466 Allowance for expected credit losses (7,741 ) (7,616 ) Contract receivables, net $ 237,684 $ 222,850 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following at December 31: 2021 2020 Leasehold improvements $ 34,639 $ 35,683 Software 24,363 53,001 Furniture and equipment 25,115 28,772 Computers 44,128 40,158 128,245 157,614 Accumulated depreciation and amortization (76,192 ) (95,180 ) Total property and equipment, net $ 52,053 $ 62,434 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the fiscal years ended December 31 were as follows: 2021 2020 Balance as of January 1 $ 909,913 $ 719,934 Goodwill resulting from business combination - ITG — 188,253 Goodwill resulting from business combination - ESAC 11,226 — Goodwill resulting from business combination - Creative Systems and Consulting 126,118 — Effect of foreign currency translation (497 ) 1,726 Balance as of December 31 $ 1,046,760 $ 909,913 |
Schedule of Other Intangibles | Other intangibles consisted of the following at December 31: 2021 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer-related $ 167,577 $ (92,494 ) $ 75,083 Developed technology 5,411 (944 ) 4,467 Total amortizable intangible assets 172,988 (93,438 ) 79,550 Intangible with indefinite life 95 — 95 Total other intangible assets $ 173,083 $ (93,438 ) $ 79,645 2020 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer-related $ 142,849 $ (83,137 ) $ 59,712 Developed technology 733 (653 ) 80 Total amortizable intangible assets 143,582 (83,790 ) 59,792 Intangible with indefinite life 95 — 95 Total other intangible assets $ 143,677 $ (83,790 ) $ 59,887 |
Schedule of Estimated Future Amortization Expense Relating to Intangible Assets | The estimated future amortization expense relating to intangible assets is as follows: Year ending December 31, 2022 $ 19,920 2023 18,864 2024 18,211 2025 13,393 2026 7,207 Thereafter 1,955 Total $ 79,550 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Summary of Operating Leases | Operating leases consisted of the following at December 31, 2021: December 31, 2021 Real estate facilities $ 237,591 Office equipment 2,117 Other 686 Total before amortization 240,394 Amortization of right-of-use assets (62,977 ) Total operating lease right-of-use assets $ 177,417 |
Summary of Lease Cost | The Company’s lease cost is recognized on a straight-line basis over the lease term and is primarily included within indirect and selling expenses on the consolidated statements of comprehensive income. Lease cost consisted of the following: Year Ended December 31, 2021 2020 2019 Operating lease cost $ 35,469 $ 37,874 $ 36,210 Short-term lease cost 453 1,421 2,153 Variable lease cost 43 53 77 Total lease cost $ 35,965 $ 39,348 $ 38,440 |
Summary of Future Minimum Lease Payments Under Non-Cancellable Leases | Future minimum lease payments under non-cancellable leases as of December 31 , 2021 were as follows: December 31, 2021 December 31, 2022 $ 37,539 December 31, 2023 20,555 December 31, 2024 22,473 December 31, 2025 21,681 December 31, 2026 21,140 Thereafter 156,704 Total future minimum lease payments 280,092 Less: Interest (53,386 ) Total operating lease liabilities $ 226,706 December 31, 2021 December 31, 2020 Operating lease liabilities - current $ 34,901 $ 23,350 Operating lease liabilities - non-current 191,805 115,614 Total operating lease liabilities $ 226,706 $ 138,964 |
Summary of Other Information Related to Operating Leases | Other information related to operating leases is as follows: Year Ended December 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 28,932 $ 41,025 Right-of-use assets obtained in exchange for new operating lease liabilities $ 90,046 $ 29,790 Weighted-average remaining lease term - operating leases 11.4 5.9 Weighted-average discount rate - operating leases 3.2 % 3.4 % |
Accrued Salaries and Benefits (
Accrued Salaries and Benefits (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Employee Related Liabilities Current [Abstract] | |
Schedule of Accrued Salaries and Benefits | Accrued salaries and benefits consisted of the following at December 31: 2021 2020 Accrued bonuses, liability-classified awards, and commissions $ 26,443 $ 24,464 Accrued salaries 25,397 21,282 Accrued paid time off and leave 13,574 15,046 Social security tax deferral 10,457 10,457 Accrued medical 4,098 3,238 Accrued payroll taxes and withholdings 1,022 1,033 Other 4,526 4,992 Total accrued salaries and benefits $ 85,517 $ 80,512 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following at December 31: 2021 2020 Deposits $ 21,088 $ 9,881 Restricted contract funds 12,165 68,138 Accrued IT and software licensing costs 1,702 2,157 Accrued taxes and insurance premiums 5,267 4,327 Accrued facilities rental and lease exit costs 1,291 780 Accrued interest 212 214 Accrued professional services 3,068 2,094 Accrued dividends 2,643 2,641 Contingent and contractual liabilities from acquisitions 1,245 683 Interest rate swap liability - current 3,026 3,693 Other accrued expenses and current liabilities 9,789 6,300 Total accrued expenses and other current liabilities $ 61,496 $ 100,908 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | As of December 31, 2021 and 2020, long-term debt consisted of the following: December 31, 2021 December 31, 2020 Average Interest Rate Outstanding Balance Average Interest Rate Outstanding Balance Term Loan $ 182,500 $ 192,500 Revolving Credit 241,055 123,281 Total before debt issuance costs 1.65% 423,555 2.35% 315,781 Unamortized debt issuance costs (1,950 ) (2,567 ) $ 421,605 $ 313,214 Current portion of long-term debt $ 10,000 $ 10,000 Long-term debt - non-current 411,605 303,214 $ 421,605 $ 313,214 |
Schedule of Future Scheduled Repayments of Term Loan Principal | Future scheduled repayments of term loan principal are as follows: Payments due by Term Loan Revolving Credit Total December 31, 2022 $ 10,000 $ — $ 10,000 December 31, 2023 13,750 — 13,750 December 31, 2024 15,000 — 15,000 December 31, 2025 143,750 241,055 384,805 December 31, 2026 — — — Thereafter — — Total $ 182,500 $ 241,055 $ 423,555 |
Schedule of Net Debt Issuance Costs | The balance of net debt issuance costs at December 31, 2021 and 2020 are as follows: 2021 2020 Amortizable debt issuance costs $ 8,751 $ 8,751 Accumulated amortization (6,801 ) (6,184 ) Net debt issuance costs $ 1,950 $ 2,567 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Disaggregation of Revenue | Disaggregation of Revenue Year ended December 31, 2021 2020 2019 Client Markets: Energy, environment, and infrastructure $ 654,488 $ 609,358 $ 663,799 Health, education, and social programs 678,047 677,454 567,351 Safety and security 115,266 120,599 118,279 Consumer and financial 105,247 99,464 129,096 Total $ 1,553,048 $ 1,506,875 $ 1,478,525 Year ended December 31, 2021 2020 2019 Client Type: U.S. federal government $ 735,031 $ 666,968 $ 560,953 U.S. state and local government 233,757 219,507 279,833 International government 136,245 93,581 122,125 Total Government 1,105,033 980,056 962,911 Commercial 448,015 526,819 515,614 Total $ 1,553,048 $ 1,506,875 $ 1,478,525 Year ended December 31, 2021 2020 2019 Contract Mix: Time-and-materials $ 633,574 $ 732,365 $ 700,980 Fixed-price 645,351 536,903 566,299 Cost-based 274,123 237,607 211,246 Total $ 1,553,048 $ 1,506,875 $ 1,478,525 |
Schedule of Contract Balances and Changes in Contract Balances | Contract Balances: December 31, 2021 December 31, 2020 Change Contract assets $ 137,867 $ 143,369 $ (5,502 ) Contract liabilities (39,665 ) (42,050 ) 2,385 Net contract assets $ 98,202 $ 101,319 $ (3,117 ) |
Derivative instruments and He_2
Derivative instruments and Hedges Activities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Summary of Interest Rate Swaps Derivatives Designated as Cash Flow Hedges | A summary of Swaps designated as cash flow hedges as of December 31, 2021 are as follows: Dates of Effected Cash Flows Date of Interest Rate Swap Agreement Notional Amount ($million) Paid Fixed Interest Rate% Beginning Ending September 30, 2016 (1) $100.0 - January 31, 2018 January 31, 2023 August 31, 2017 $25.0 1.8475% August 31, 2018 August 31, 2023 August 8, 2018 $50.0 2.8540% August 31, 2018 August 31, 2023 August 8, 2018 $25.0 2.8510% August 31, 2018 August 31, 2023 February 20, 2020 $100.0 1.2940% February 28, 2020 February 28, 2025 ( 1) On December 1, 2016, the Company sold the interest rate hedge agreement. The fair value of the interest rate hedge, as of the date of the sale, was recorded in other comprehensive income, net of tax. The gain from the sale will be recognized into earnings when earnings are impacted by the cash flows of the previously hedged variable interest rate. |
Summary of Effect of Swaps on Company's Financial Statements | For the years ended December 31, 2021 and 2020, the effect of the Swaps on the Company’s financial statements are as follows: Cash Flow Hedging Derivatives Total Gain or (Loss) Recorded to AOCI Amount of (Gain) or Loss Reclassified from AOCI into Income 2021 2020 2021 2020 Interest Rate Swaps $ 3,285 $ (9,867 ) $ 3,008 $ 2,031 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Before Income Taxes | The domestic and foreign components of income before provision for income taxes are as follows for the years ended December 31: 2021 2020 2019 Domestic $ 97,884 $ 68,817 $ 87,622 Foreign 2,206 5,856 2,551 Income before income taxes $ 100,090 $ 74,673 $ 90,173 |
Income Tax Expense Components | Income tax expense consisted of the following for the years ended December 31: 2021 2020 2019 Current: Federal $ 15,961 $ 14,645 $ 14,123 State 3,494 5,198 5,698 Foreign 687 1,736 1,537 Total current 20,142 21,579 21,358 Deferred: Federal 4,724 (1,721 ) 320 State 4,395 314 (25 ) Foreign (303 ) (458 ) (418 ) Total deferred 8,816 (1,865 ) (123 ) Income tax expense $ 28,958 $ 19,714 $ 21,235 |
Deferred Tax Assets (Liabilities) | Deferred tax assets (liabilities) consisted of the following at December 31: 2021 2020 Deferred Tax Assets Allowance for expected credit losses $ 1,825 $ 1,687 Accrued paid time off 2,504 2,423 Foreign net operating loss (NOL) carry forward 91 957 State net operating loss (NOL) carry forward 522 714 Stock option compensation 1,680 2,308 Deferred rent 2,566 3,091 Deferred compensation 5,358 4,598 Foreign tax credits 6,677 5,882 State tax credits 1,081 2,108 Foreign exchange 4,014 5,370 Foreign deferred 727 650 Accrued bonus 5,303 4,126 Accrued liabilities and other 6,660 5,701 39,008 39,615 Less: Valuation Allowance (7,048 ) (6,839 ) Total Deferred Tax Assets 31,960 32,776 Deferred Tax Liabilities Retention (637 ) (1,003 ) Prepaid expenses (726 ) (1,089 ) Payroll taxes (544 ) (489 ) Unbilled revenue (607 ) (1,451 ) Depreciation (1,920 ) (1,731 ) Amortization (68,194 ) (60,392 ) Deferred gain and other (1,245 ) (951 ) Total Deferred Tax Liabilities (73,873 ) (67,106 ) Total Net Deferred Tax Liability $ (41,913 ) $ (34,330 ) |
Unrecognized Tax Benefit Reconciliation | The unrecognized tax benefit reconciliation, excluding penalty and interest, is as follows: Unrecognized tax benefits at January 1, 2019 $ 216 Decrease attributable to tax positions taken during a prior period (216 ) Unrecognized tax benefits at December 31, 2019 — Increase attributable to tax positions taken during the current period 811 Unrecognized tax benefits at December 31, 2020 811 Decrease attributable to tax positions taken during the current period (361 ) Unrecognized tax benefits at December 31, 2021 $ 450 |
Effective Income Tax Rate Reconciliation | The Company’s provision for income taxes differs from the federal statutory rate. The differences between the statutory rate and the Company’s provision are as follows: 2021 2020 2019 Taxes at statutory rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 5.6 % 5.6 % 5.3 % Foreign tax rate differential 0.1 % 0.3 % 0.3 % Executive compensation 2.1 % 2.4 % 0.6 % Other permanent differences (0.4 )% 0.1 % 0.7 % Prior year tax adjustments 1.5 % (1.1 )% (1.0 )% Unrecognized tax benefits (0.5 )% 1.0 % (0.2 )% Valuation allowance 1.3 % 1.6 % 1.1 % Equity-based compensation (1.0 )% (3.8 )% (3.6 )% Tax credits (0.8 )% (0.7 )% (0.6 )% Taxes at effective rate 28.9 % 26.4 % 23.6 % |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | |
Components of Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss included the following: Foreign Currency Translation Adjustments Gain on Sale of Interest Rate Hedge Agreement (1) Changes in Fair Value of Interest Rate Hedge Agreements (2)(5) Total Accumulated other comprehensive (loss) income at January 1, 2019 $ (14,168 ) $ 2,164 $ (547 ) $ (12,551 ) Other comprehensive income (loss) before reclassifications 2,338 — (3,362 ) (1,024 ) Amounts reclassified from accumulated other comprehensive (loss) income — (720 ) 333 (387 ) Effect of taxes (3) 835 190 793 1,818 Total current period other comprehensive income (loss) 3,173 (530 ) (2,236 ) 407 Accumulated other comprehensive (loss) income at December 31, 2019 (10,995 ) 1,634 (2,783 ) (12,144 ) Other comprehensive income (loss) before reclassifications 4,141 — (9,867 ) (5,726 ) Amounts reclassified from accumulated other comprehensive (loss) income — (720 ) 2,751 2,031 Effect of taxes (3) (356 ) 182 1,907 1,733 Total current period other comprehensive income (loss) 3,785 (538 ) (5,209 ) (1,962 ) Accumulated other comprehensive (loss) income at December 31, 2020 (7,210 ) 1,096 (7,992 ) (14,106 ) Other comprehensive (loss) income before reclassifications (1,676 ) — 3,285 1,609 Amounts reclassified from accumulated other comprehensive (loss) income (4) — (720 ) 3,728 3,008 Effect of taxes (3) 127 193 (1,866 ) (1,546 ) Total current period other comprehensive (loss) income (1,549 ) (527 ) 5,147 3,071 Accumulated other comprehensive (loss) income at December 31, 2021 $ (8,759 ) $ 569 $ (2,845 ) $ (11,035 ) (1) Represents the fair value of an interest rate hedge agreement, designated as a cash flow hedge, which was sold on December 1, 2016. The fair value of the interest rate hedge agreement was recorded in other comprehensive income, net of tax, and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from January 31, 2018 to January 31, 2023. (2) Represents the change in fair value of interest rate hedge agreements designated as a cash flow hedges. The fair value of the interest rate hedge agreements was recorded in other comprehensive income and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from August 31, 2018 to February 28, 2025. See additional details of the hedge agreements in Note 12 - Derivative Instruments and Hedging Activities. (3) The Company’s effective tax rate for the years ended December 31, 2021 2020 2019 28.9% 26.4% 23.6% (4) The Company expects to reclassify $0.7 million related to the Gain on Sale of Interest Rate Hedge Agreement, and $3.0 million losses related to the Change in Fair Value of Interest Rate Hedge Agreement from accumulated other comprehensive loss into earnings during the next 12 months. (5) The fair value of the interest rate hedge agreements is included in other current and other long-term liabilities on the consolidated balance sheets. |
Accounting for Stock-based Co_2
Accounting for Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Stock-based Compensation Expense | The total stock-based compensation expense for the years ended December 31, 2021, 2020, and 2019, the unrecognized compensation expense at December 31, 2021, and the weighted-average period to recognize the remaining unrecognized shares are as follows: Stock-Based Compensation Expense Recognized as of December 31, Unrecognized 2021 2020 2019 December 31, 2021 Weighted Average Period to Recognize (years) Restricted Stock Units $ 8,563 $ 11,895 $ 10,644 $ 13,373 1.6 Cash-Settled Restricted Stock Units 8,251 7,015 10,213 7,062 1.7 Non-Employee Director Awards 937 755 719 460 0.4 Performance Shares 3,731 4,905 4,455 3,768 1.4 Total $ 21,482 $ 24,570 $ 26,031 $ 24,663 |
Outstanding Stock Option Activity | The following table summarizes the changes in outstanding stock options: Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding at January 1, 2019 201,810 $ 33.68 Exercised (93,682 ) $ 31.21 Granted — $ — Forfeited/Expired — $ — Outstanding at December 31, 2019 108,128 $ 35.82 Exercised (69,901 ) $ 37.94 Granted — $ — Forfeited/Expired — $ — Outstanding at December 31, 2020 38,227 $ 31.93 Exercised (8,535 ) $ 27.17 Granted — $ — Forfeited/Expired — $ — Outstanding at December 31, 2021 29,692 $ 33.30 $ 2,056,051 Vested plus expected to vest at December 31, 2021 29,692 $ 33.30 $ 2,056,051 Exercisable at December 31, 2021 29,692 $ 33.30 $ 2,056,051 |
Schedule of Stock Options Outstanding by Exercise Price Range | Information regarding stock options outstanding as of December 31, 2021 is summarized below: OPTIONS OUTSTANDING OPTIONS EXERCISABLE Range of Exercise Prices Number Outstanding As of December 31, 2021 Weighted Average Remaining Contractual Term Weighted Average Exercise Price Number Exercisable As of December 31, 2021 Weighted Average Exercise Price $25.01 to $27.00 3,572 0.2 $ 25.66 3,572 $ 25.66 $27.01 to $40.00 12,114 1.2 $ 27.03 12,114 $ 27.03 $40.01 to $41.00 14,006 2.2 $ 40.68 14,006 $ 40.68 $25.01 to $41.00 29,692 1.6 $ 33.30 29,692 $ 33.30 |
Summary of Non-employee Director Awards | Beginning on July 2, 2018, t he Company granted awards of registered shares to its non-employee directors on an annual basis under the Omnibus Plan. A summary of the non-employee director awards is presented below: Number of Shares Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested RSUs at January 1, 2019 4,968 $ 72.35 Granted 9,732 $ 73.94 Vested (9,840 ) $ 73.14 Cancelled — $ — Non-vested RSUs at December 31, 2019 4,860 $ 73.94 Granted 12,541 $ 64.58 Vested (10,891 ) $ 68.82 Cancelled — $ — Non-vested RSUs at December 31, 2020 6,510 $ 64.47 Granted 11,186 $ 90.73 Vested (12,110 ) $ 76.61 Cancelled — $ — Non-vested RSUs at December 31, 2021 5,586 $ 90.73 $ 572,844 RSUs expected to vest in the future 5,586 $ 90.73 $ 572,844 |
Summary of Performance Shares Activity | A summary of the Company’s PSAs is presented below. Number of Shares Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested PSAs at January 1, 2019 169,486 $ 45.15 Granted 85,928 $ 62.07 Vested (107,000 ) $ 37.21 Cancelled — $ — Non-vested PSAs at December 31, 2019 148,414 $ 60.67 Granted 87,314 $ 51.44 Vested (88,038 ) $ 38.81 Cancelled (5,569 ) $ 69.66 Non-vested PSAs at December 31, 2020 142,121 $ 68.19 Granted 54,216 $ 85.03 Vested (63,258 ) $ 65.05 Cancelled — $ — Non-vested PSAs at December 31, 2021 133,079 $ 76.54 $ 13,647,251 PSAs expected to vest in the future 85,540 $ 73.38 $ 8,772,127 |
Schedule of Fair Value Assumptions using Monte Carlo Simulation Model for Awards Granted | The fair value assumptions using the Monte Carlo simulation model for awards granted in 2021, 2020, and 2019 were: 2021 2020 2019 Dividend Yield 0.6 % 1.0 % 0.7 % Historical Volatility 40.9 % 35.7 % 29.3 % Risk-Free Rate of Returns 0.3 % 0.4 % 2.4 % |
Restricted Stock Units (RSUs) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Restricted Stock Unit Activity | A summary of the Company’s RSUs is presented below. Number of Shares Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested RSUs at January 1, 2019 474,240 $ 50.93 Granted 159,831 $ 77.74 Vested (164,913 ) $ 43.82 Cancelled (19,183 ) $ 56.18 Non-vested RSUs at December 31, 2019 449,975 $ 62.48 Granted 170,411 $ 58.27 Vested (258,307 ) $ 54.73 Cancelled (56,680 ) $ 63.46 Non-vested RSUs at December 31, 2020 305,399 $ 66.51 Granted 132,757 $ 95.68 Vested (119,203 ) $ 66.46 Cancelled (15,117 ) $ 68.53 Non-vested RSUs at December 31, 2021 303,836 $ 79.17 $ 31,158,382 RSUs expected to vest in the future 277,250 $ 78.48 $ 28,431,988 |
Cash Settled RSUs | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Restricted Stock Unit Activity | CSRSUs generally have a vesting term of three to four years. A summary of the Company’s CSRSUs is presented below. Number of Shares Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested CSRSUs at January 1, 2019 337,406 $ 47.73 Granted 103,606 $ 77.03 Vested (123,395 ) $ 44.61 Cancelled (21,384 ) $ 53.99 Non-vested CSRSUs at December 31, 2019 296,233 $ 58.83 Granted 134,259 $ 60.30 Vested (154,653 ) $ 49.44 Cancelled (34,358 ) $ 63.03 Non-vested CSRSUs at December 31, 2020 241,481 $ 65.06 Granted 52,246 $ 89.51 Vested (104,272 ) $ 63.96 Cancelled (23,195 ) $ 69.68 Non-vested CSRSUs at December 31, 2021 166,260 $ 72.79 $ 17,049,963 CSRSUs expected to vest in the future 149,894 $ 72.34 $ 15,371,630 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Dilutive Effect of Stock Options RSUs and PSAs | The dilutive effect of stock options, RSUs, and performance shares for each period reported is summarized below: 2021 2020 2019 Basic weighted-average shares outstanding 18,868 18,841 18,816 Effect of potential exercise of stock options, RSUs, and PSAs 256 294 408 Diluted weighted-average shares outstanding 19,124 19,135 19,224 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value on Recurring Basis | Financial instruments measured at fair value on a recurring basis and their location within the accompanying consolidated financial statements are as follows: December 31, 2021 (in thousands) Level 1 Level 2 Level 3 Total Location on Balance Sheet Assets: Forward contract agreements $ — $ 267 $ — $ 267 Prepaid expenses and other Deferred compensation investments in cash surrender life insurance — 20,159 — 20,159 Other assets Total $ — $ 20,426 $ — $ 20,426 Liabilities: Deferred compensation plan liabilities $ — $ 20,129 $ — $ 20,129 Other long-term liabilities Interest rate swaps - current portion — 3,026 — 3,026 Accrued expenses and other current liabilities Interest rate swaps - long-term portion — 888 — 888 Other long-term liabilities Total $ — $ 24,043 $ — $ 24,043 December 31, 2020 (in thousands) Level 1 Level 2 Level 3 Total Location on Balance Sheet Assets: Forward contract agreements $ — $ 103 $ — $ 103 Prepaid expenses and other Deferred compensation investments in cash surrender life insurance — 16,796 — 16,796 Other assets Total $ — $ 16,899 $ — $ 16,899 Liabilities: Deferred compensation plan liabilities $ — $ 17,276 $ — $ 17,276 Other long-term liabilities Interest rate swaps - current portion — 3,693 — 3,693 Accrued expenses and other current liabilities Interest rate swaps - long-term portion — 7,234 — 7,234 Long-term Liabilities: Other Total $ — $ 28,203 $ — $ 28,203 |
Supplemental Information (Table
Supplemental Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of Allowance for Doubtful Accounts | Allowance for Doubtful Accounts 2021 2020 2019 Balance at beginning of period $ 7,616 $ 3,506 $ 5,284 Provision for credit losses 10,912 4,062 624 Write-offs, net of recoveries (10,723 ) (41 ) (2,403 ) Effect of foreign currency translation (64 ) 89 1 Balance at end of period $ 7,741 $ 7,616 $ 3,506 |
Schedule of Income Tax Valuation Allowance | Income Tax Valuation Allowance 2021 2020 2019 Balance at beginning of period $ 6,839 $ 5,374 $ 5,112 Provision for income taxes - valuation allowance 209 1,465 262 Balance at end of period $ 7,048 $ 6,839 $ 5,374 |
Basis of Presentation and Nat_2
Basis of Presentation and Nature of Operations - Additional Information (Details) - Minimum | Dec. 31, 2021Office |
Domestic | |
Basis of Presentation and Nature of Operations [Line Items] | |
Number of offices | 53 |
International | |
Basis of Presentation and Nature of Operations [Line Items] | |
Number of offices | 24 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) | Dec. 31, 2021USD ($) | Dec. 31, 2021USD ($)Segment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Summary Of Significant Accounting Policies [Line Items] | ||||
Contract payment term description | contracts typically contain billing terms that provide for invoicing monthly or upon completion of milestones, and payment on a net 30-day basis. | |||
Contracts payment, term | 30 days | |||
Number of reportable segments | Segment | 1 | |||
Goodwill, impaired, accumulated impairment loss | $ 0 | $ 0 | ||
Goodwill, impairment loss | $ 0 | |||
Performance based share awards, performance period | 3 years | |||
Number of operating segments | Segment | 1 | |||
Revenue | $ 1,553,048,000 | $ 1,506,875,000 | $ 1,478,525,000 | |
Foreign financial institutions, actual deposits | 20,100,000 | 20,100,000 | 81,500,000 | |
Domestic bank accounts exceeded FDIC insurance limit | 2,000,000 | 2,000,000 | ||
Federal Government Agencies And Departments | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Revenue | $ 735,000,000 | $ 667,000,000 | $ 561,000,000 | |
Federal Government Agencies And Departments | Customer Concentration Risk | Sales Revenue, Net | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 47.00% | 44.00% | 38.00% | |
International Clients | Geographic Concentration Risk | Sales Revenue, Net | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 11.00% | 13.00% | 8.00% | |
International | Geographic Concentration Risk | Long-Lived Assets | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 15.00% | 15.00% | ||
Other Assets | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Capitalized software, net of accumulated amortization | $ 14,500,000 | $ 14,500,000 | $ 4,800,000 | |
Indirect and Selling Expenses | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Impairment expense related to intangible assets | $ 7,900,000 | $ 3,100,000 | $ 1,700,000 | |
Minimum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Property and equipment, estimated useful life | 2 years | |||
Finite-lived intangible asset, useful life | 1 year | |||
Minimum | Other Assets | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Finite-lived intangible asset, useful life | 3 years | |||
Maximum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Property and equipment, estimated useful life | 7 years | |||
Finite-lived intangible asset, useful life | 10 years | |||
Insured domestic bank accounts | $ 250,000 | $ 250,000 | ||
Maximum | Other Assets | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Finite-lived intangible asset, useful life | 5 years |
Restricted Cash - Reconciliatio
Restricted Cash - Reconciliation of Cash and Cash Equivalents, and Restricted Cash to the Total of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Cash And Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 8,254 | $ 13,841 | $ 6,482 | $ 11,694 |
Restricted cash - current | 12,179 | 68,146 | ||
Restricted cash - non-current | 1,292 | |||
Total cash, cash equivalents, and restricted cash shown in the consolidated statement of cash flows | $ 20,433 | $ 81,987 | $ 6,482 | $ 12,986 |
Contract Receivables - Summary
Contract Receivables - Summary of Contract Receivables (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Billed receivables | $ 245,425 | $ 230,466 |
Allowance for expected credit losses | (7,741) | (7,616) |
Contract receivables, net | $ 237,684 | $ 222,850 |
Property and Equipment - Proper
Property and Equipment - Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 128,245 | $ 157,614 |
Accumulated depreciation and amortization | (76,192) | (95,180) |
Total property and equipment, net | 52,053 | 62,434 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 34,639 | 35,683 |
Software and Software Development Costs | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 24,363 | 53,001 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 25,115 | 28,772 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 44,128 | $ 40,158 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |||
Depreciation and amortization expense | $ 19,478 | $ 20,399 | $ 20,099 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | Nov. 01, 2021 | Jan. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill [Line Items] | ||||
Balance as of January 1 | $ 909,913 | $ 719,934 | ||
Effect of foreign currency translation | (497) | 1,726 | ||
Balance as of December 31 | 1,046,760 | 909,913 | ||
ITG | ||||
Goodwill [Line Items] | ||||
Goodwill resulting from business combination | $ 188,300 | $ 188,253 | ||
ESAC | ||||
Goodwill [Line Items] | ||||
Goodwill resulting from business combination | $ 11,200 | 11,226 | ||
Creative Systems and Consulting | ||||
Goodwill [Line Items] | ||||
Goodwill resulting from business combination | $ 126,118 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Jun. 30, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Amortization of Intangible Assets | $ 12.5 | $ 13.3 | $ 8.1 | ||
Indirect and Selling Expenses | |||||
Impairment expense related to intangible assets | $ 1.7 | ||||
Minimum | |||||
Finite-lived intangible asset, useful life | 1 year | ||||
Maximum | |||||
Finite-lived intangible asset, useful life | 10 years | ||||
Weighted Average | |||||
Finite-lived intangible asset, useful life | 7 years 8 months 12 days | ||||
Weighted Average | Customer Relationships | |||||
Finite-lived intangible asset, useful life | 7 years 8 months 12 days | ||||
Weighted Average | Technology-Based Intangible Assets | |||||
Finite-lived intangible asset, useful life | 7 years 8 months 12 days |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Schedule of Other Intangibles (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Finite lived intangible assets, gross carrying value | $ 172,988 | $ 143,582 |
Accumulated amortization | (93,438) | (83,790) |
Finite lived intangible assets, net carrying value | 79,550 | 59,792 |
Indefinite lived intangible assets, gross carrying value | 95 | 95 |
Total intangible assets, gross carrying value | 173,083 | 143,677 |
Other intangible assets, net | 79,645 | 59,887 |
Customer-Related Intangible Assets | ||
Finite lived intangible assets, gross carrying value | 167,577 | 142,849 |
Accumulated amortization | (92,494) | (83,137) |
Finite lived intangible assets, net carrying value | 75,083 | 59,712 |
Developed Technology Rights | ||
Finite lived intangible assets, gross carrying value | 5,411 | 733 |
Accumulated amortization | (944) | (653) |
Finite lived intangible assets, net carrying value | $ 4,467 | $ 80 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Schedule of Estimated Future Amortization Expense Relating to Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2022 | $ 19,920 | |
2023 | 18,864 | |
2024 | 18,211 | |
2025 | 13,393 | |
2026 | 7,207 | |
Thereafter | 1,955 | |
Finite lived intangible assets, net carrying value | $ 79,550 | $ 59,792 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($)Operatinglease | |
Lessee Lease Description [Line Items] | |
Operating leases, option to extend lease | The leases may include options to extend the lease periods for up to 5 years |
Operating leases, existence of option to extend | true |
Operating leases, option to terminate lease | options to terminate the leases within 1 year |
Operating leases, existence of option to terminate | true |
Operating leases, residual value guarantee description | The leases may include a residual value guarantee or a responsibility to return the property to its original state of use. |
Operating leases, existence of residual value guarantee | true |
Number of active operating lease | Operatinglease | 3 |
Operating leases not yet commenced, value | $ | $ 1.1 |
Minimum | |
Lessee Lease Description [Line Items] | |
Operating leases, remaining lease term | 1 year |
Maximum | |
Lessee Lease Description [Line Items] | |
Operating leases, remaining lease term | 17 years |
Operating leases, extendable lease term | 5 years |
Operating leases, termination lease term | 1 year |
Leases - Summary of Operating L
Leases - Summary of Operating Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Lessee Lease Description [Line Items] | ||
Total before amortization | $ 240,394 | |
Amortization of right-of-use assets | (62,977) | |
Total operating lease right-of-use assets | 177,417 | $ 127,132 |
Real Estate Facilities | ||
Lessee Lease Description [Line Items] | ||
Total before amortization | 237,591 | |
Office Equipment | ||
Lessee Lease Description [Line Items] | ||
Total before amortization | 2,117 | |
Other | ||
Lessee Lease Description [Line Items] | ||
Total before amortization | $ 686 |
Leases - Summary of Lease Cost
Leases - Summary of Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | |||
Operating lease cost | $ 35,469 | $ 37,874 | $ 36,210 |
Short-term lease cost | 453 | 1,421 | 2,153 |
Variable lease cost | 43 | 53 | 77 |
Total lease cost | $ 35,965 | $ 39,348 | $ 38,440 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments Under Non-Cancellable Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
December 31, 2022 | $ 37,539 | |
December 31, 2023 | 20,555 | |
December 31, 2024 | 22,473 | |
December 31, 2025 | 21,681 | |
December 31, 2026 | 21,140 | |
Thereafter | 156,704 | |
Total future minimum lease payments | 280,092 | |
Less: Interest | (53,386) | |
Total operating lease liabilities | 226,706 | $ 138,964 |
Operating lease liabilities - current | 34,901 | 23,350 |
Operating lease liabilities - non-current | 191,805 | 115,614 |
Total operating lease liabilities | $ 226,706 | $ 138,964 |
Leases - Summary of Other Infor
Leases - Summary of Other Information Related to Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 28,932 | $ 41,025 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 90,046 | $ 29,790 |
Weighted-average remaining lease term - operating leases | 11 years 4 months 24 days | 5 years 10 months 24 days |
Weighted-average discount rate - operating leases | 3.20% | 3.40% |
Accrued Salaries and Benefits -
Accrued Salaries and Benefits - Schedule of Accrued Salaries and Benefits (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Employee Related Liabilities Current [Abstract] | ||
Accrued bonuses, liability-classified awards, and commissions | $ 26,443 | $ 24,464 |
Accrued salaries | 25,397 | 21,282 |
Accrued paid time off and leave | 13,574 | 15,046 |
Social security tax deferral | 10,457 | 10,457 |
Accrued medical | 4,098 | 3,238 |
Accrued payroll taxes and withholdings | 1,022 | 1,033 |
Other | 4,526 | 4,992 |
Total accrued salaries and benefits | $ 85,517 | $ 80,512 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Payables And Accruals [Abstract] | ||
Deposits | $ 21,088 | $ 9,881 |
Restricted contract funds | 12,165 | 68,138 |
Accrued IT and software licensing costs | 1,702 | 2,157 |
Accrued taxes and insurance premiums | 5,267 | 4,327 |
Accrued facilities rental and lease exit costs | 1,291 | 780 |
Accrued interest | 212 | 214 |
Accrued professional services | 3,068 | 2,094 |
Accrued dividends | 2,643 | 2,641 |
Contingent and contractual liabilities from acquisitions | 1,245 | 683 |
Interest rate swap liability - current | 3,026 | 3,693 |
Other accrued expenses and current liabilities | 9,789 | 6,300 |
Total accrued expenses and other current liabilities | $ 61,496 | $ 100,908 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) | Mar. 03, 2020USD ($)Bank | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | ||||
Credit facility group, number of commercial banks | Bank | 10 | |||
Line of credit facility, expiration date | Mar. 3, 2025 | |||
Line of credit facility, swing line commitment amount | $ 25,000,000 | |||
Line of credit facility, maximum borrowing capacity | 60,000,000 | |||
Line of credit facility, additional revolving credit commitments under existing loan facility | $ 300,000,000 | |||
Line of credit facility, leverage ratio covenant | 400.00% | 0.15% | 0.20% | |
Line of credit facility, interest coverage ratio covenant | 300.00% | |||
Line of credit facility, leverage ratio covenant step-up pursuant to permitted acquisitions | 425.00% | |||
Line of credit facility, remaining borrowing capacity | $ 355,700,000 | |||
Line of credit facility, current borrowing capacity | 283,800,000 | |||
Amortization of debt issuance costs | $ 617,000 | $ 710,000 | $ 507,000 | |
Number of letters of credit, outstanding | 9 | 10 | ||
Letters of credit outstanding, amount | $ 3,300,000 | $ 2,700,000 | ||
Federal Funds Open Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.50% | |||
London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.25% | |||
Debt instrument, LIBOR based borrowing interest rate | 1.35% | |||
Revolving Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | |||
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, principal amount | 200,000,000 | |||
Line of credit facility | 200,000,000 | |||
Swing Line Loans | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | 75,000,000 | |||
Maximum | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, swing line commitment amount | $ 75,000,000 | |||
Line of credit facility, commitment fee unused capacity | 0.25% | |||
Maximum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.00% | |||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, commitment fee unused capacity | 0.13% | |||
Minimum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.00% |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long Term Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | ||
Average Interest Rate | 1.65% | 2.35% |
Outstanding Balance before debt issuance costs | $ 423,555 | $ 315,781 |
Unamortized debt issuance costs | (1,950) | (2,567) |
Long-term Debt | 421,605 | 313,214 |
Current portion of long-term debt | 10,000 | 10,000 |
Long-term debt | 411,605 | 303,214 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Balance before debt issuance costs | 182,500 | 192,500 |
Revolving Credit | ||
Debt Instrument [Line Items] | ||
Outstanding Balance before debt issuance costs | $ 241,055 | $ 123,281 |
Long Term Debt - Schedule of Fu
Long Term Debt - Schedule of Future Scheduled Repayments of Term Loan Principal (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
December 31, 2022 | $ 10,000 | |
December 31, 2023 | 13,750 | |
December 31, 2024 | 15,000 | |
December 31, 2025 | 384,805 | |
Total | 423,555 | $ 315,781 |
Term Loan | ||
Debt Instrument [Line Items] | ||
December 31, 2022 | 10,000 | |
December 31, 2023 | 13,750 | |
December 31, 2024 | 15,000 | |
December 31, 2025 | 143,750 | |
Total | 182,500 | 192,500 |
Revolving Credit | ||
Debt Instrument [Line Items] | ||
December 31, 2025 | 241,055 | |
Total | $ 241,055 | $ 123,281 |
Long-Term Debt - Schedule of Ne
Long-Term Debt - Schedule of Net Debt Issuance Costs (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Amortizable debt issuance costs | $ 8,751 | $ 8,751 |
Accumulated amortization | (6,801) | (6,184) |
Net debt issuance costs | $ 1,950 | $ 2,567 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | $ 1,553,048 | $ 1,506,875 | $ 1,478,525 |
Time-and-Materials | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 633,574 | 732,365 | 700,980 |
Fixed-Price | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 645,351 | 536,903 | 566,299 |
Cost-Based | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 274,123 | 237,607 | 211,246 |
U.S. Federal Government | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 735,031 | 666,968 | 560,953 |
U.S. State and Local Government | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 233,757 | 219,507 | 279,833 |
International Government | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 136,245 | 93,581 | 122,125 |
Total Government | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 1,105,033 | 980,056 | 962,911 |
Commercial | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 448,015 | 526,819 | 515,614 |
Energy, Environmental and Infrastructure | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 654,488 | 609,358 | 663,799 |
Health, Education and Social Programs | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 678,047 | 677,454 | 567,351 |
Safety and Security | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | 115,266 | 120,599 | 118,279 |
Consumer and Financial | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from clients | $ 105,247 | $ 99,464 | $ 129,096 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | ||
Net contract assets | $ 3,117 | |
Revenue related to contract liabilities | $ 22,700 | $ 24,700 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Changes in Contract Balances Due to Adoption of New Accounting Standards (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | ||
Contract assets | $ 137,867 | $ 143,369 |
Contract liabilities | (39,665) | (42,050) |
Net contract assets | 98,202 | $ 101,319 |
Change in contract assets | (5,502) | |
Change in contract liabilities | 2,385 | |
Changes in net contract assets | $ (3,117) |
Revenue Recognition - Additio_2
Revenue Recognition - Additional Information (Detail1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 $ in Billions | Dec. 31, 2021USD ($) |
Revenue From Contract With Customer [Line Items] | |
Unfulfilled performance obligation | $ 1.3 |
Minimum | |
Revenue From Contract With Customer [Line Items] | |
Expected period to satisfy performance obligations | 1 year |
Maximum | |
Revenue From Contract With Customer [Line Items] | |
Expected period to satisfy performance obligations | 2 years |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Summary of Interest Rate Swaps Derivatives Designated as Cash Flow Hedges (Details) - Cash Flow Hedging - Designated as Hedging Instrument - USD ($) $ in Millions | Feb. 20, 2020 | Aug. 08, 2018 | Aug. 31, 2017 | Sep. 30, 2016 | [1] |
Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Notional Amount | $ 100 | $ 50 | $ 25 | $ 100 | |
Paid Fixed Interest Rate% | 1.294% | 2.854% | 1.8475% | ||
Beginning Dates of Effected Cash Flows | Feb. 28, 2020 | Aug. 31, 2018 | Aug. 31, 2018 | Jan. 31, 2018 | |
Ending Dates of Effected Cash Flows | Feb. 28, 2025 | Aug. 31, 2023 | Aug. 31, 2023 | Jan. 31, 2023 | |
Interest Rate Swap 2.8510% Paid Rate | |||||
Derivative [Line Items] | |||||
Notional Amount | $ 25 | ||||
Paid Fixed Interest Rate% | 2.851% | ||||
Beginning Dates of Effected Cash Flows | Aug. 31, 2018 | ||||
Ending Dates of Effected Cash Flows | Aug. 31, 2023 | ||||
[1] | On December 1, 2016, the Company sold the interest rate hedge agreement. The fair value of the interest rate hedge, as of the date of the sale, was recorded in other comprehensive income, net of tax. The gain from the sale will be recognized into earnings when earnings are impacted by the cash flows of the previously hedged variable interest rate. |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Summary of Effect of Swaps on Company's Financial Statements (Details) - Interest Rate Swaps - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative [Line Items] | ||
Total Gain or (Loss) Recorded to AOCI | $ 3,285 | $ (9,867) |
Amount of (Gain) or Loss Reclassified from AOCI into Income | $ 3,008 | $ 2,031 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Additional Information (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Estimate of time to transfer of realized losses from AOCI into earnings | 12 months |
Net amount of realized losses from AOCI into earnings | $ 2.3 |
Income Taxes - Income Before In
Income Taxes - Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 97,884 | $ 68,817 | $ 87,622 |
Foreign | 2,206 | 5,856 | 2,551 |
Income before income taxes | $ 100,090 | $ 74,673 | $ 90,173 |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense Components (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | |||
Federal | $ 15,961 | $ 14,645 | $ 14,123 |
State | 3,494 | 5,198 | 5,698 |
Foreign | 687 | 1,736 | 1,537 |
Total current | 20,142 | 21,579 | 21,358 |
Deferred: | |||
Federal | 4,724 | (1,721) | 320 |
State | 4,395 | 314 | (25) |
Foreign | (303) | (458) | (418) |
Total deferred | 8,816 | (1,865) | (123) |
Income tax expense | $ 28,958 | $ 19,714 | $ 21,235 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred Tax Assets | ||||
Allowance for expected credit losses | $ 1,825 | $ 1,687 | ||
Accrued paid time off | 2,504 | 2,423 | ||
Foreign net operating loss (NOL) carry forward | 91 | 957 | ||
State net operating loss (NOL) carry forward | 522 | 714 | ||
Stock option compensation | 1,680 | 2,308 | ||
Deferred rent | 2,566 | 3,091 | ||
Deferred compensation | 5,358 | 4,598 | ||
Foreign tax credits | 6,677 | 5,882 | ||
Foreign exchange | 4,014 | 5,370 | ||
Foreign deferred | 727 | 650 | ||
Accrued bonus | 5,303 | 4,126 | ||
Accrued liabilities and other | 6,660 | 5,701 | ||
Deferred Tax Assets, gross, before valuation allowance | 39,008 | 39,615 | ||
Less: Valuation Allowance | (7,048) | (6,839) | $ (5,374) | $ (5,112) |
Total Deferred Tax Assets | 31,960 | 32,776 | ||
Deferred Tax Liabilities | ||||
Retention | (637) | (1,003) | ||
Prepaid expenses | (726) | (1,089) | ||
Payroll taxes | (544) | (489) | ||
Unbilled revenue | (607) | (1,451) | ||
Depreciation | (1,920) | (1,731) | ||
Amortization | (68,194) | (60,392) | ||
Deferred gain and other | (1,245) | (951) | ||
Total Deferred Tax Liabilities | (73,873) | (67,106) | ||
Total Net Deferred Tax Liability | (41,913) | (34,330) | ||
State and Local Jurisdiction | ||||
Deferred Tax Assets | ||||
Tax credits | $ 1,081 | $ 2,108 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes [Line Items] | |||||
Deferred tax assets and liabilities income tax rate expected to reverse in future | 26.60% | ||||
Increase in valuation allowance | $ 800,000 | ||||
Increase in cumulative foreign tax credit carryforward | 800,000 | ||||
Income taxes provided for additional outside basis difference inherent in entities as result of reinvestment | $ 1,200,000 | ||||
Operating loss carryforwards expiration term | 20 years | ||||
Operating loss carryforwards valuation allowance | $ 400,000 | ||||
Deferred tax assets, valuation allowance | 7,048,000 | $ 6,839,000 | $ 5,374,000 | $ 5,112,000 | |
Valuation allowance, deferred tax asset, increase (decrease), amount | 209,000 | 1,465,000 | $ 262,000 | ||
Unrecognized tax benefits | 450,000 | 811,000 | $ 216,000 | ||
Unrecognized tax benefits that would impact effective tax rate | 500,000 | 800,000 | |||
Unrecognized tax benefits, income tax penalties and interest accrued | $ 0 | 0 | |||
Earliest Tax Year | Internal Revenue Service (IRS) | |||||
Income Taxes [Line Items] | |||||
Open tax year | 2018 | ||||
Earliest Tax Year | State and Foreign Jurisdictions | |||||
Income Taxes [Line Items] | |||||
Open tax year | 2017 | ||||
Latest Tax Year | Internal Revenue Service (IRS) | |||||
Income Taxes [Line Items] | |||||
Open tax year | 2020 | ||||
Latest Tax Year | State and Foreign Jurisdictions | |||||
Income Taxes [Line Items] | |||||
Open tax year | 2020 | ||||
Foreign Tax Authority | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards | $ 100,000 | ||||
Deferred tax assets, valuation allowance | 400,000 | 1,000,000 | |||
Valuation allowance, deferred tax asset, increase (decrease), amount | 6,700,000 | ||||
Domestic Tax Authority | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards | $ 7,300,000 | ||||
Net operating loss carryforwards, expiration year | 2034 | ||||
State and Local Jurisdiction | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforward, amount | $ 1,400,000 | ||||
Deferred tax assets, tax credit carryforwards | $ 1,081,000 | $ 2,108,000 | |||
State and Local Jurisdiction | Earliest Tax Year | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforwards, expiration year | 2021 | ||||
State and Local Jurisdiction | Latest Tax Year | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforwards, expiration year | 2029 | ||||
U.S. Federal Government | CARES Act | COVID-19 Pandemic | |||||
Income Taxes [Line Items] | |||||
Exercised option to defer employer portion of social security tax payment description | Pursuant to the Coronavirus Aid, Relief and Economic Security (“CARES”) Act, the Company exercised the option to defer payment of the employer portion of the Social Security tax, with 50% to be repaid by December 31, 2021 and the remainder by December 31, 2022 | ||||
Percentage of deferred employer portion of social security tax repayable | 50.00% | 50.00% | |||
Employer portion of social security tax repayable date | Dec. 31, 2021 | ||||
Employer portion of social security tax repayable remainder date | Dec. 31, 2022 | ||||
Employer portion of social security tax deferred | $ 20,900,000 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefit Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefits, beginning balance | $ 811 | $ 216 | |
Decrease attributable to tax positions taken during a prior period | $ (216) | ||
Increase attributable to tax positions taken during the current period | $ 811 | ||
Decrease attributable to tax positions taken during the current period | (361) | ||
Unrecognized tax benefits, ending balance | $ 450 | $ 811 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Taxes at statutory rate | 21.00% | 21.00% | 21.00% |
State taxes, net of federal benefit | 5.60% | 5.60% | 5.30% |
Foreign tax rate differential | 0.10% | 0.30% | 0.30% |
Executive compensation | 2.10% | 2.40% | 0.60% |
Other permanent differences | (0.40%) | 0.10% | 0.70% |
Prior year tax adjustments | 1.50% | (1.10%) | (1.00%) |
Unrecognized tax benefits | (0.50%) | 1.00% | (0.20%) |
Valuation allowance | 1.30% | 1.60% | 1.10% |
Equity-based compensation | (1.00%) | (3.80%) | (3.60%) |
Tax credits | (0.80%) | (0.70%) | (0.60%) |
Taxes at effective rate | 28.90% | 26.40% | 23.60% |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | $ 746,961 | $ 714,551 | $ 660,417 | ||
Total current period other comprehensive income (loss) | 3,071 | (1,962) | 407 | ||
Balance | 803,470 | 746,961 | 714,551 | ||
Foreign Currency Translation Adjustments | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | (7,210) | (10,995) | (14,168) | ||
Other comprehensive income (loss) before reclassifications | (1,676) | 4,141 | 2,338 | ||
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | [1] | 0 | 0 | |
Effect of taxes | [2] | 127 | (356) | 835 | |
Total current period other comprehensive income (loss) | (1,549) | 3,785 | 3,173 | ||
Balance | (8,759) | (7,210) | (10,995) | ||
Gain on Sale of Interest Rate Hedge Agreement | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | [3] | 1,096 | 1,634 | 2,164 | |
Other comprehensive income (loss) before reclassifications | [3] | 0 | 0 | 0 | |
Amounts reclassified from accumulated other comprehensive (loss) income | [3] | (720) | [1] | (720) | (720) |
Effect of taxes | [2],[3] | 193 | 182 | 190 | |
Total current period other comprehensive income (loss) | [3] | (527) | (538) | (530) | |
Balance | [3] | 569 | 1,096 | 1,634 | |
Changes in Fair Value of Interest Rate Hedge Agreements | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | [4],[5] | (7,992) | (2,783) | (547) | |
Other comprehensive income (loss) before reclassifications | [4],[5] | 3,285 | (9,867) | (3,362) | |
Amounts reclassified from accumulated other comprehensive (loss) income | [4],[5] | 3,728 | [1] | 2,751 | 333 |
Effect of taxes | [2],[4],[5] | (1,866) | 1,907 | 793 | |
Total current period other comprehensive income (loss) | [4],[5] | 5,147 | (5,209) | (2,236) | |
Balance | [4],[5] | (2,845) | (7,992) | (2,783) | |
Accumulated Other Comprehensive Loss | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | (14,106) | (12,144) | (12,551) | ||
Other comprehensive income (loss) before reclassifications | 1,609 | (5,726) | (1,024) | ||
Amounts reclassified from accumulated other comprehensive (loss) income | 3,008 | [1] | 2,031 | (387) | |
Effect of taxes | [2] | (1,546) | 1,733 | 1,818 | |
Total current period other comprehensive income (loss) | 3,071 | (1,962) | 407 | ||
Balance | $ (11,035) | $ (14,106) | $ (12,144) | ||
[1] | The Company expects to reclassify $0.7 million related to the Gain on Sale of Interest Rate Hedge Agreement, and $3.0 million losses related to the Change in Fair Value of Interest Rate Hedge Agreement from accumulated other comprehensive loss into earnings during the next 12 months. | ||||
[2] | The Company’s effective tax rate for the years ended December 31, 2021 2020 2019 28.9% 26.4% 23.6% | ||||
[3] | Represents the fair value of an interest rate hedge agreement, designated as a cash flow hedge, which was sold on December 1, 2016. The fair value of the interest rate hedge agreement was recorded in other comprehensive income, net of tax, and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from January 31, 2018 to January 31, 2023. | ||||
[4] | Represents the change in fair value of interest rate hedge agreements designated as a cash flow hedges. The fair value of the interest rate hedge agreements was recorded in other comprehensive income and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from August 31, 2018 to February 28, 2025. See additional details of the hedge agreements in Note 12 - Derivative Instruments and Hedging Activities. | ||||
[5] | The fair value of the interest rate hedge agreements is included in other current and other long-term liabilities on the consolidated balance sheets. |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | |||
Effective tax rate | 28.90% | 26.40% | 23.60% |
Expects to reclassify net gains from accumulated other comprehensive loss into earnings | $ 0.7 | ||
Expects to reclassify net losses related to change in fair value of interest rate hedge agreement from accumulated other comprehensive loss into earnings | $ 3 |
Accounting for Stock-based Co_3
Accounting for Stock-based Compensation - Additional Information (Details) $ / shares in Units, $ in Millions | Apr. 04, 2018shares | Dec. 31, 2021USD ($)PerformancePeriod$ / sharesshares | Dec. 31, 2020USD ($)PerformancePeriodshares | Dec. 31, 2019USD ($)PerformancePeriodshares | Dec. 31, 2018shares | Dec. 31, 2015PerformancePeriod | Dec. 31, 2020shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | ||||||
Share-based compensation arrangement by share-based payment award, options, vested and expected to vest, exercisable, weighted average remaining contractual term | 1 year 7 months 6 days | ||||||
Share-based compensation arrangement by share-based payment award, options, exercisable, weighted average remaining contractual term | 1 year 7 months 6 days | ||||||
Employee Stock Option | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, number of shares grants | 0 | 0 | 0 | ||||
Share-based compensation arrangement by share-based payment award, options, outstanding, weighted average remaining contractual term | 10 years | ||||||
Share price | $ / shares | $ 102.55 | ||||||
Share-based compensation arrangement by share-based payment award, options, exercises in period, intrinsic value | $ | $ 0.8 | $ 5.1 | $ 4.9 | ||||
Restricted Stock Units (RSUs) | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share price | $ / shares | $ 102.55 | ||||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, vested in period, fair value | $ | $ 7.9 | $ 14.1 | $ 7.2 | ||||
Number of shares, granted | 132,757 | 170,411 | 159,831 | ||||
Number of shares, vested | 119,203 | 258,307 | 164,913 | ||||
Cash Settled RSUs | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share price | $ / shares | $ 102.55 | ||||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, vested in period, fair value | $ | $ 8.7 | $ 9.3 | $ 7.2 | ||||
Number of shares, granted | 52,246 | 134,259 | 103,606 | ||||
Number of shares, vested | 104,272 | 154,653 | 123,395 | ||||
Performance Shares | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share price | $ / shares | $ 102.55 | ||||||
Number of performance period in performance based share program | PerformancePeriod | 1 | 2 | 3 | 2 | |||
Percentage of multiplication award by product | 2.00% | ||||||
Number of shares, granted | 54,216 | 87,314 | 85,928 | 63,258 | 85,540 | ||
Number of shares, vested | 63,258 | 88,038 | 107,000 | ||||
Number of shares, expected to vest | 85,540 | ||||||
Minimum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, fair value assumptions, expected forfeiture rate | 0.00% | ||||||
Minimum | Employee Stock Option | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | ||||||
Minimum | Restricted Stock Units (RSUs) | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | ||||||
Minimum | Cash Settled RSUs | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | ||||||
Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, fair value assumptions, expected forfeiture rate | 19.61% | ||||||
Maximum | Employee Stock Option | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, award vesting period | 4 years | ||||||
Maximum | Restricted Stock Units (RSUs) | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, award vesting period | 4 years | ||||||
Maximum | Cash Settled RSUs | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, award vesting period | 4 years | ||||||
Omnibus Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, number of shares grants | 1,600,000 | 29,692 | |||||
Share-based compensation arrangement by share-based payment award, number of additional awards | 0 | ||||||
Share-based compensation arrangement by share-based payment award, number of shares available for grant | 943,549 | ||||||
Share-based compensation arrangement by share-based payment award, options, outstanding, weighted average remaining contractual term | 10 years | ||||||
Omnibus Plan | Non-Employee Director Awards | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share price | $ / shares | $ 102.55 | ||||||
Number of shares, granted | 11,186 | 12,541 | 9,732 | ||||
Number of shares, vested | 12,110 | 10,891 | 9,840 |
Accounting for Stock-based Co_4
Accounting for Stock-based Compensation - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-Based Compensation Recognized | $ 21,482 | $ 24,570 | $ 26,031 |
Stock-Based Compensation Unrecognized | 24,663 | ||
Restricted Stock Units (RSUs) | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-Based Compensation Recognized | 8,563 | 11,895 | 10,644 |
Stock-Based Compensation Unrecognized | $ 13,373 | ||
Stock-Based Compensation Unrecognized Weighted- Average Period to Recognize (Year) | 1 year 7 months 6 days | ||
Cash Settled RSUs | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-Based Compensation Recognized | $ 8,251 | 7,015 | 10,213 |
Stock-Based Compensation Unrecognized | $ 7,062 | ||
Stock-Based Compensation Unrecognized Weighted- Average Period to Recognize (Year) | 1 year 8 months 12 days | ||
Non-Employee Director Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-Based Compensation Recognized | $ 937 | 755 | 719 |
Stock-Based Compensation Unrecognized | $ 460 | ||
Stock-Based Compensation Unrecognized Weighted- Average Period to Recognize (Year) | 4 months 24 days | ||
Performance Shares | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-Based Compensation Recognized | $ 3,731 | $ 4,905 | $ 4,455 |
Stock-Based Compensation Unrecognized | $ 3,768 | ||
Stock-Based Compensation Unrecognized Weighted- Average Period to Recognize (Year) | 1 year 4 months 24 days |
Accounting for Stock-based Co_5
Accounting for Stock-based Compensation - Outstanding Stock Option Activity (Details) - Employee Stock Option - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Shares, Outstanding Beginning Balance | 38,227 | 108,128 | 201,810 |
Number of Shares, Exercised | (8,535) | (69,901) | (93,682) |
Number of Shares, Granted | 0 | 0 | 0 |
Number of Shares, Outstanding Ending Balance | 29,692 | 38,227 | 108,128 |
Number of Shares, Vested plus expected to vest at December 31, 2021 | 29,692 | ||
Number of Shares, Exercisable at December 31, 2021 | 29,692 | ||
Weighted Average Exercise Price, Outstanding Beginning Balance | $ 31.93 | $ 35.82 | $ 33.68 |
Weighted Average Exercise Price, Exercised | 27.17 | 37.94 | 31.21 |
Weighted Average Exercise Price, Outstanding Ending Balance | 33.30 | $ 31.93 | $ 35.82 |
Weighted Average Exercise Price, Vested plus expected to vest at December 31, 2021 | 33.30 | ||
Weighted Average Exercise Price, Exercisable at December 31, 2021 | $ 33.30 | ||
Aggregate Intrinsic Value, Outstanding at December 31,2021 | $ 2,056,051 | ||
Aggregate Intrinsic Value, Vested plus expected to vest at December 31, 2021 | 2,056,051 | ||
Aggregate Intrinsic Value, Exercisable at December 31, 2021 | $ 2,056,051 |
Accounting for Stock-based Co_6
Accounting for Stock-based Compensation - Stock Options Outstanding by Exercise Price Range (Details) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Price Range 1 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower range | $ 25.01 |
Range of Exercise Prices, Upper range | $ 27 |
Number Outstanding | shares | 3,572 |
Weighted Average Remaining Contractual Term | 2 months 12 days |
Weighted Average Exercise Price | $ 25.66 |
Number Exercisable | shares | 3,572 |
Weighted Average Exercise Price | $ 25.66 |
Price Range 2 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower range | 27.01 |
Range of Exercise Prices, Upper range | $ 40 |
Number Outstanding | shares | 12,114 |
Weighted Average Remaining Contractual Term | 1 year 2 months 12 days |
Weighted Average Exercise Price | $ 27.03 |
Number Exercisable | shares | 12,114 |
Weighted Average Exercise Price | $ 27.03 |
Price Range 3 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower range | 40.01 |
Range of Exercise Prices, Upper range | $ 41 |
Number Outstanding | shares | 14,006 |
Weighted Average Remaining Contractual Term | 2 years 2 months 12 days |
Weighted Average Exercise Price | $ 40.68 |
Number Exercisable | shares | 14,006 |
Weighted Average Exercise Price | $ 40.68 |
Price Range 4 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower range | 25.01 |
Range of Exercise Prices, Upper range | $ 41 |
Number Outstanding | shares | 29,692 |
Weighted Average Remaining Contractual Term | 1 year 7 months 6 days |
Weighted Average Exercise Price | $ 33.30 |
Number Exercisable | shares | 29,692 |
Weighted Average Exercise Price | $ 33.30 |
Accounting for Stock-based Co_7
Accounting for Stock-based Compensation - Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | 24 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Non-vested Beginning Balance | 305,399 | 449,975 | 474,240 | 474,240 |
Number of Shares, Granted | 132,757 | 170,411 | 159,831 | |
Number of Shares, Vested | (119,203) | (258,307) | (164,913) | |
Number of Shares, Cancelled | (15,117) | (56,680) | (19,183) | |
Number of Shares, Non-vested Ending Balance | 303,836 | 305,399 | 449,975 | 305,399 |
Number of Shares, expected to vest in the future | 277,250 | |||
Weighted-Average Grant Date Fair Value, Non-vested Beginning Balance | $ 66.51 | $ 62.48 | $ 50.93 | $ 50.93 |
Weighted-Average Grant Date Fair Value, Granted | 95.68 | 58.27 | 77.74 | |
Weighted-Average Grant Date Fair Value, Vested | 66.46 | 54.73 | 43.82 | |
Weighted-Average Grant Date Fair Value, Cancelled | 68.53 | 63.46 | 56.18 | |
Weighted-Average Grant Date Fair Value, Non-vested Ending Balance | 79.17 | $ 66.51 | $ 62.48 | $ 66.51 |
Weighted-Average Grant Date Fair Value, expected to vest in the future | $ 78.48 | |||
Aggregate Intrinsic Value, Non-vested | $ 31,158,382 | |||
Aggregate Intrinsic Value, expected to vest in the future | $ 28,431,988 |
Accounting for Stock-based Co_8
Accounting for Stock-based Compensation - Cash-settled Restricted Stock Unit Activity (Details) - Cash Settled RSUs - USD ($) | 12 Months Ended | 24 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Non-vested Beginning Balance | 241,481 | 296,233 | 337,406 | 337,406 |
Number of Shares, Granted | 52,246 | 134,259 | 103,606 | |
Number of Shares, Vested | (104,272) | (154,653) | (123,395) | |
Number of Shares, Cancelled | (23,195) | (34,358) | (21,384) | |
Number of Shares, Non-vested Ending Balance | 166,260 | 241,481 | 296,233 | 241,481 |
Number of Shares, expected to vest in the future | 149,894 | |||
Weighted-Average Grant Date Fair Value, Non-vested Beginning Balance | $ 65.06 | $ 58.83 | $ 47.73 | $ 47.73 |
Weighted-Average Grant Date Fair Value, Granted | 89.51 | 60.30 | 77.03 | |
Weighted-Average Grant Date Fair Value, Vested | 63.96 | 49.44 | 44.61 | |
Weighted-Average Grant Date Fair Value, Cancelled | 69.68 | 63.03 | 53.99 | |
Weighted-Average Grant Date Fair Value, Non-vested Ending Balance | 72.79 | $ 65.06 | $ 58.83 | $ 65.06 |
Weighted-Average Grant Date Fair Value, expected to vest in the future | $ 72.34 | |||
Aggregate Intrinsic Value, Non-vested | $ 17,049,963,000 | |||
Aggregate Intrinsic Value, expected to vest in the future | $ 15,371,630,000 |
Accounting for Stock-based Co_9
Accounting for Stock-based Compensation - Summary of Non-employee Director Awards Activity (Details) - Non-Employee Director Awards - Omnibus Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | 24 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Non-vested Beginning Balance | 6,510 | 4,860 | 4,968 | 4,968 |
Number of Shares, Granted | 11,186 | 12,541 | 9,732 | |
Number of Shares, Vested | (12,110) | (10,891) | (9,840) | |
Number of Shares, Non-vested Ending Balance | 5,586 | 6,510 | 4,860 | 6,510 |
Number of Shares, expected to vest in the future | 5,586 | |||
Weighted-Average Grant Date Fair Value, Non-vested Beginning Balance | $ 64.47 | $ 73.94 | $ 72.35 | $ 72.35 |
Weighted-Average Grant Date Fair Value, Granted | 90.73 | 64.58 | 73.94 | |
Weighted-Average Grant Date Fair Value, Vested | 76.61 | 68.82 | 73.14 | |
Weighted-Average Grant Date Fair Value, Non-vested Ending Balance | 90.73 | $ 64.47 | $ 73.94 | $ 64.47 |
Weighted-Average Grant Date Fair Value, expected to vest in the future | $ 90.73 | |||
Aggregate Intrinsic Value, Non-vested | $ 572,844 | |||
Aggregate Intrinsic Value, expected to vest in the future | $ 572,844 |
Accounting for Stock-based C_10
Accounting for Stock-based Compensation - Summary of Performance Shares Activity (Details) - Performance Shares - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | 24 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | |
Number of Shares | |||||
Number of Shares, Non-vested Beginning Balance | 142,121 | 148,414 | 169,486 | 169,486 | |
Number of Shares, Granted | 54,216 | 87,314 | 85,928 | 63,258 | 85,540 |
Number of Shares, Vested | (63,258) | (88,038) | (107,000) | ||
Number of Shares, Cancelled | (5,569) | ||||
Number of Shares, Non-vested Ending Balance | 133,079 | 142,121 | 148,414 | 169,486 | 142,121 |
Number of Shares, expected to vest in the future | 85,540 | ||||
Weighted-Average Grant Date Fair Value | |||||
Weighted-Average Grant Date Fair Value, Non-vested Beginning Balance | $ 68.19 | $ 60.67 | $ 45.15 | $ 45.15 | |
Weighted-Average Grant Date Fair Value, Granted | 85.03 | 51.44 | 62.07 | ||
Weighted-Average Grant Date Fair Value, Vested | 65.05 | 38.81 | 37.21 | ||
Weighted-Average Grant Date Fair Value, Cancelled | 69.66 | ||||
Weighted-Average Grant Date Fair Value, Non-vested Ending Balance | 76.54 | $ 68.19 | $ 60.67 | $ 45.15 | $ 68.19 |
Weighted-Average Grant Date Fair Value, expected to vest in the future | $ 73.38 | ||||
Aggregate Intrinsic Value | |||||
Aggregate Intrinsic Value, Non-vested | $ 13,647,251 | ||||
Aggregate Intrinsic Value, expected to vest in the future | $ 8,772,127 |
Accounting for Stock-based C_11
Accounting for Stock-based Compensation - Schedule of Fair Value Assumptions using Monte Carlo Simulation Model for Awards Granted (Details) - Performance Shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Dividend Yield | 0.60% | 1.00% | 0.70% |
Historical Volatility | 40.90% | 35.70% | 29.30% |
Risk-Free Rate of Returns | 0.30% | 0.40% | 2.40% |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) $ in Thousands | Nov. 01, 2021 | Jan. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
ITG | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition date | Jan. 31, 2020 | |||||||
Purchase price acquisition | $ 251,300 | |||||||
Working capital acquired | 15,700 | |||||||
Goodwill resulting from business combination | $ 188,300 | $ 188,253 | ||||||
Amortization of goodwill and other intangibles amortized for income tax purpose period | 15 years | |||||||
ITG | Warrant | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price acquisition | $ 1,900 | |||||||
Percentage of fair value acquisition discounting liabilities | 3.00% | |||||||
ITG | Indemnity | ||||||||
Business Acquisition [Line Items] | ||||||||
Percentage of fair value acquisition discounting liabilities | 3.25% | |||||||
ITG | Indemnity | Forecast | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price acquisition | $ 1,200 | |||||||
ITG | Other Intangible Assets | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 47,300 | |||||||
ITG | Customer Relationships | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 46,400 | |||||||
Amortization Period of intangible assets | 7 years | |||||||
ITG | Branding | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 900 | |||||||
Amortization Period of intangible assets | 1 year | |||||||
Eco-Tech | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition date | Dec. 31, 2020 | |||||||
Purchase price acquisition | $ 200 | |||||||
ESAC | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition date | Nov. 1, 2021 | |||||||
Purchase price acquisition | $ 17,300 | |||||||
Working capital acquired | 2,700 | |||||||
Goodwill resulting from business combination | 11,200 | $ 11,226 | ||||||
ESAC | Other Intangible Assets | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | 3,400 | |||||||
ESAC | Customer Relationships | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 3,100 | |||||||
Amortization Period of intangible assets | 3 years | |||||||
ESAC | Technology and other intangibles | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 300 | |||||||
Amortization Period of intangible assets | 1 year | |||||||
Creative Systems | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition date | Dec. 31, 2021 | |||||||
Purchase price acquisition | $ 159,500 | |||||||
Working capital acquired | 4,500 | 4,500 | ||||||
Goodwill resulting from business combination | 126,100 | |||||||
Creative Systems | Customer Relationships | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 24,500 | 24,500 | ||||||
Amortization Period of intangible assets | 4 years | |||||||
Creative Systems | Intangible Assets | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 28,900 | 28,900 | ||||||
Creative Systems | Developed Technology | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 3,700 | 3,700 | ||||||
Amortization Period of intangible assets | 10 years | |||||||
Creative Systems | Trade Names and Trademarks | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 600 | 600 | ||||||
Creative Systems | Trade Names and Trademarks | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization Period of intangible assets | 1 year | |||||||
Creative Systems | Non-compete Agreements | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocated to intangibles | $ 100 | $ 100 | ||||||
Creative Systems | Non-compete Agreements | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization Period of intangible assets | 1 year |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||
Antidilutive securities excluded from computation of earnings per share, amount | 8,405 | 1,879 | 2,822 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Dilutive Effect of Stock Options RSUs and PSAs (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||
Basic weighted-average shares outstanding | 18,868 | 18,841 | 18,816 |
Effect of potential exercise of stock options, RSUs, and PSAs | 256 | 294 | 408 |
Diluted weighted-average shares outstanding | 19,124 | 19,135 | 19,224 |
Share Repurchase Program - Addi
Share Repurchase Program - Additional Information (Details) | Dec. 31, 2021USD ($)$ / sharesshares | Apr. 14, 2021$ / sharesshares | Dec. 31, 2021USD ($)$ / sharesshares | Nov. 30, 2021USD ($) | Sep. 30, 2017USD ($) |
Equity Class Of Treasury Stock [Line Items] | |||||
Stock repurchase program, authorized amount | $ | $ 200,000,000 | $ 100,000,000 | |||
Line of credit facility, condition permitted for share repurchases, leverage ratio | 3.50 | 3.50 | |||
Stock Repurchased During Period, Shares | shares | 197,800 | ||||
Average price per share | $ / shares | $ 87.17 | ||||
Stock Repurchased During Period, Value | $ | $ 17,200,000 | ||||
Stock repurchase program, remaining authorized repurchase amount | $ | $ 128,800,000 | 128,800,000 | |||
Share Repurchase Approved Starting on January 11, 2021 and Ending No Later Than June 30, 2021 | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Stock Repurchased During Period, Shares | shares | 173,000 | ||||
Average price per share | $ / shares | $ 85.21 | ||||
Share Repurchase Approved Starting on December 20, 2021 and Ending No Later Than June 30, 2022 | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Stock repurchase program, authorized amount | $ | $ 20,000,000 | $ 20,000,000 | |||
Stock Repurchased During Period, Shares | shares | 24,800 | ||||
Average price per share | $ / shares | $ 100.85 | ||||
Maximum | Share Repurchase Approved Starting on December 20, 2021 and Ending No Later Than June 30, 2022 | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Stock repurchase program, number of shares authorized to be repurchased | shares | 165,000 | 165,000 |
Fair Value - Schedule of Financ
Fair Value - Schedule of Financial Instruments Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Assets: | ||
Assets, Total | $ 20,426 | $ 16,899 |
Liabilities: | ||
Liabilities, Total | 24,043 | 28,203 |
Forward Contract Agreements | Prepaid Expenses and Other | ||
Assets: | ||
Assets, Total | 267 | 103 |
Deferred Compensation Investments in Cash Surrender Life Insurance | Other Assets | ||
Assets: | ||
Assets, Total | 20,159 | 16,796 |
Deferred Compensation Plan Liabilities | Other Long-Term Liabilities | ||
Liabilities: | ||
Liabilities, Total | 20,129 | 17,276 |
Interest Rate Swap | Other Long-Term Liabilities | ||
Liabilities: | ||
Liabilities, Total | 888 | 7,234 |
Interest Rate Swap | Accrued Expenses and Other Current Liabilities | ||
Liabilities: | ||
Liabilities, Total | 3,026 | 3,693 |
Level 2 | ||
Assets: | ||
Assets, Total | 20,426 | 16,899 |
Liabilities: | ||
Liabilities, Total | 24,043 | 28,203 |
Level 2 | Forward Contract Agreements | Prepaid Expenses and Other | ||
Assets: | ||
Assets, Total | 267 | 103 |
Level 2 | Deferred Compensation Investments in Cash Surrender Life Insurance | Other Assets | ||
Assets: | ||
Assets, Total | 20,159 | 16,796 |
Level 2 | Deferred Compensation Plan Liabilities | Other Long-Term Liabilities | ||
Liabilities: | ||
Liabilities, Total | 20,129 | 17,276 |
Level 2 | Interest Rate Swap | Other Long-Term Liabilities | ||
Liabilities: | ||
Liabilities, Total | 888 | 7,234 |
Level 2 | Interest Rate Swap | Accrued Expenses and Other Current Liabilities | ||
Liabilities: | ||
Liabilities, Total | $ 3,026 | $ 3,693 |
Commitment and Contingencies -
Commitment and Contingencies - Additional Information (Details) - USD ($) $ in Millions | Jun. 10, 2016 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021 |
Loss Contingencies [Line Items] | ||||
Community development related to claim | $ 220.2 | |||
Board of Directors Chairman | Performance Shares | ||||
Loss Contingencies [Line Items] | ||||
Shares granted vested and accelerated | 17,287 | 16,989 | ||
OCD vs ICF Emergency | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damages sought value | $ 200.8 | |||
Road Home Contract | ||||
Loss Contingencies [Line Items] | ||||
Contract term, period | 3 years | |||
Contract award, value | $ 912 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Maximum defer of compensation subject to statutory limitations, percentage | 70.00% | ||
Percentage of employer matching contributions condition, one | 100.00% | ||
Percentage of employee entitled to employer matching contribution condition, one | 3.00% | ||
Percentage of employer matching contributions condition, two | 50.00% | ||
Percentage of employee entitled to employer matching contribution condition, two | 2.00% | ||
Defined contribution plan, employer discretionary contribution amount | $ 19,000,000 | $ 18,100,000 | $ 17,300,000 |
Deferred compensation arrangement with individual, cash awards granted, percentage | 80.00% | ||
Deferred compensation on performance bonuses that eligible employee, percentage | 100.00% | ||
Defined contribution plan, employers matching contribution, annual vesting percentage | 100.00% | ||
Employee stock purchase plan shares authorized | 1,000,000 | ||
Employee stock purchase plan annual maximum payroll deduction | $ 25,000 | ||
Share-based compensation arrangement by share-based payment award, discount from market price, purchase date | 5.00% | ||
Stock issued during period, shares, employee stock purchase plans | 27,310 | 31,744 | |
Stock issued during period, value, employee stock purchase plans, per share | $ 90.19 | $ 64.77 | |
Employee stock purchase plan, number of shares available for grant | 619,816 | 647,126 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event | Feb. 23, 2022$ / shares |
Subsequent Event [Line Items] | |
Dividend declaration date | Feb. 23, 2022 |
Cash dividend per share | $ 0.14 |
Dividend payment date | Apr. 13, 2022 |
Dividend record date | Mar. 25, 2022 |
Supplemental Information - Sche
Supplemental Information - Schedule of Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Allowance For Doubtful Accounts Receivable Rollforward | |||
Balance at beginning of period | $ 7,616 | $ 3,506 | $ 5,284 |
Provision for credit losses | 10,912 | 4,062 | 624 |
Write-offs, net of recoveries | (10,723) | (41) | (2,403) |
Effect of foreign currency translation | (64) | 89 | 1 |
Balance at end of period | $ 7,741 | $ 7,616 | $ 3,506 |
Supplemental Information - Sc_2
Supplemental Information - Schedule of Income Tax Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Valuation Allowance [Abstract] | |||
Balance at beginning of period | $ 6,839 | $ 5,374 | $ 5,112 |
Provision for income taxes - valuation allowance | 209 | 1,465 | 262 |
Balance at end of period | $ 7,048 | $ 6,839 | $ 5,374 |